Neverland
by VampireQueenAkasha
Summary: AU MOVIE BAYVERSE: He was blind to everything. Blindly loyal the duty of a dead creed, blind to his own emotion, but also blind to the one who cared and hoped when all others did not. ShockwaveXRed Alert
1. Yesterday, Today and Tomorrow

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status.

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Yesterday, Today and Tomorrow**

_Earth_

Shockwave had wished to go offline.

For that moment, that insignificant moment in the human city, he thought he had. Optimus Prime ripped his optic out of his head and left him to bleed his life's Energon away. But he had awoken then in the facility once more; a prisoner to them and unable to see his captors. He could hear their voices; the voices of those miniscule animals talking about how they could take him apart, bit by bit. Some of the remaining Autobots even discussed cutting him down as well.

Shockwave wasn't afraid of anything, but he truly hated how useless he was; how he was blind to everything. His weapons were offline and he couldn't move his body. His arms were bound to the wall behind him and his legs were locked in something that had tightened uncomfortably. It was worse than when he had been imprisoned in that Russian Facility so long ago.

It was weak. It was pathetic.

But why give them any joy? Why give them any hope in seeing his suffering?

Shockwave was silent to it all. Silent to their mockery, their threats and their vows to end his life.

But then, he heard voices outside of his prison; Optimus was speaking to new Autobot arrivals. Shockwave leaned his head back to hear better. Optimus was greeting names that he hadn't heard of before or cared enough to remember.

Optimus led the group inside Shockwave's prison. He recognized an aged, annoyed voice that sounded familiar.

"Well? Let's have his head and be done with it, Prime!"

It was Kup. Shockwave hadn't heard of the old Autobot in such a long time, he was surprised that the mech was still alive.

"No," Optimus said, "He has no power anymore. No Decepticons. No leader. Nothing."

A female voice spoke next. One Shockwave didn't recognize. Even he couldn't deny that it carried a peculiar kindness for an Autobot. "He looks uncomfortable." she said, and it was difficult to tell if she was sympathetic or not.

"He better be." Kup snapped.

"Now that you've seen the prisoner," Optimus continued, "I think it's time for all of you to find suitable vehicle modes."

"Yes sir," Kup muttered, "Being in the same room with that guy makes me want to take my cannon to someone's face."

_Likewise, Autobot... _Shockwave thought.

O

Lennox surveyed the new Autobot arrivals.

One appeared to be a female who had chosen to take the alternate mode of a GM 3500 DR92 TraumaHawk. She was larger than the motorcycle triplets had been and had gentle, shining blue optics. Her hands were long and tipped to fine points and she had a soldering tool attached to her left arm. Her feet ended in long points and she had what looked to Lennox as robot heels. Overall, she was white and red in color.

"I'm Red Alert," she greeted, bending to the humans before her, "Nice to meet you creatures."

Lennox smiled and nodded. "Nice to meet you too."

Kup was standing impatiently beside her, his arms folded across his chest. He had chosen a dark green 2011 Ford SVT Raptor as his alternate mode. He has scars around his face and looked like he chewed on a robotic cigar. His optics were solid beady things that scrutinized the humans watching them. It wasn't obvious what kind of weapons he used because he didn't appear to have any at the moment. Lennox could only guess that they transformed from his body.

The other Autobot who had arrived with them was a mech Optimus referred to as Prowl. He had chosen a police version of a Dodge Charger LX. It gave a very unsettling reminder of Barricade and many remarked that the two were "brothers". Prowl didn't have as much patience like some of the Autobots, but he was an all-around good mech.

The final Autobot who had arrived with them was a mech that Optimus called Perceptor. He took the alternate mode of a red 2008 Pontiac G8. A simple vehicle of choice for a bot who appeared to have no taste for flare or image. Perceptor had been there for a short time and he didn't seem too interested in human activity. He rarely spoke and when he did, he communicated like that of a computer by speaking with "positive" instead of "yes".

"So...any idea where we're staying?" Kup muttered.

Ratchet approached them. "With us, of course!"

Red Alert grinned when she saw him. "Master Ratchet!" she exclaimed, rushing up and throwing her arms around him. "It's good to see you again!"

Ratchet chuckled and scratched the back of his head sheepishly before pulling her away a bit; he seemed embarrassed by her jumping and hugging him in front of his fellow soldiers. "Hey, take it easy, little Red," he joked, "I'm an old mech here."

Red Alert laughed and nodded. "Yes, I'm sorry, forgive me," she said.

Shortly after that, Wheelie rolled into the hangar with Brains sitting on top of him, passing several humans and nearly tripping a few in the process. He transformed and folded his arms across his chest skeptically.

"I have a bone to pick with you humans!" he snapped, glaring up at Lennox.

Lennox sighed. "What now, Wheelie?"

"The vandalism to my digs I have every reason to believe was a hate crime..." Wheelie told him. He paused briefly. "Somebody clearly hates me."

Red Alert and the rest of her friends stared down at Wheelie, confused.

"You're keeping Decepticons as pets now, Prime?" Kup muttered.

Optimus looked at him. "Wheelie has chosen to defect from the Decepticon cause, Kup," he told him, "He is one of us."

Wheelie smirked up at the annoyed bot. "Yeah, so keep your mouth shut about scrap you don't know, pops," he snapped, "I got my own share of issues to deal with; Blondie and Sammy are getting hitched and we got no idea where we're going to go!"

"We'll figure something out," Lennox assured them, walking away, "But right now, we have other important matters to deal with."

"Yeah? Like what?" Wheelie asked.

"The Decepticon rebels, that's what."

"Those guys? Pfft! They can't fight their way out of a titanium cell. Not without Megatron."

"I'm not taking any chances."

Optimus nodded his head and he turned to the new arrivals; his optics landed on the female among them. "Red Alert, I want you to remain with our prisoner," he told her. "Monitor his vitals and give him what he needs to function. Nothing more. Nothing less."

Red Alert gave a respectable bow of her head. "You got it."

"With all due respect, Optimus," Prowl snapped, "Why are we keeping him alive? You could have killed him when he was dragging his sorry aft through the dirt. You're keeping him alive when he could cause more trouble if he escapes."

Optimus' stern optics landed on him. "You are right to be wary, Prowl," he said, "But I believe that Shockwave could pose no more of a threat to us in his condition. And perhaps we could use this opportunity to...understand him."

"What's there to understand?" Kup barked, in disbelief, "He's a killer and a monster! There's nothing more to get!"

"The war is over, Kup," Optimus reprimanded gently, "I believe it's time to look to alternative solutions."

O

Shockwave heard someone approach him.

They did not speak and there was no noise save for the clicking of bases against the metal floor. They moved to the left of the room to gather what he could hear might have been tools. Shockwave did not lift his head completely and tuned into every sound and movement in the room. Whoever it was, was alone. The clinking of tools against a table tray was near maddening, but he maintained a perfect calm and waited. For death. For life. Whatever would come his way.

"Hello, Shockwave."

It was Red Alert.

"I'm your doctor tonight." she told him, "I'm here to monitor your vitals and manage your intakes."

Monitor his vitals? That was an odd thing.

He tilted his head slightly and Red Alert could see the extensive damage done to his face. She approached him slowly, if not a little bit cautiously and brought a light to scan his damages. His optic was completely missing and most of his body had attempted to regenerate the wound. His face was scarred and his mandibles spread slightly in a display of aggression. Bids of fluid dripped from his mouth and his frame tensed up.

"Relax," Red Alert said, gently, "I'm here to help."

Shockwave finally spoke. His voice was rough and weak. "Help? Don't insult me, Autobot."

Red Alert knotted her brow before she reached beneath his chin and tilted his head for better access as she studied him. "You're wounded and leaking fluids," she said, mild shock in her voice, "Primus, how long have you been like this?"

"Save your pity. Do not pretend to care for my well being."

Red Alert didn't snap back. Instead, he could hear her rustling around for something before he felt something soft against his mouth. He jerked his head away with a hiss. "W-What are you doing?" he demanded.

"It's an Energon cube," she told him, "It'll help with the pain and flush out your systems."

"I don't want it."

His mandibles tightened, preventing her from feeding him the cube and she sighed, but there was patience still there. It was unusual for any Autobot-medic or otherwise-to maintain that, "Just trust me, okay?" she said, gently.

Shockwave gave her a Cybertronian curse before his mandibles reluctantly and slowly parted, allowing her to feed the treat to him. He didn't deny that it was the first delicious thing he had in such a long time. The sounds of him feeding on the treat were the only noises in the air before Red Alert spoke.

"Good?" she asked.

Shockwave didn't reply. He just gave a brief, barely noticeable nod.

Red Alert dabbed at his face with a small cloth, cleaning the older fluids from him. Her touch mirrored her voice; it was gentle and soothing which was something he hadn't experienced in many millenia. Despite being unable to see, he could hear a small, almost proud smile in her voice.

"There we go," she said, "I'll see if I can bring you something a little more nutritious, okay?"

Shockwave was against silent. He listened to the sound of her leaving the room before she returned moments later. It took a moment before he felt a hand against the back of his neck and something against his mouth. It felt like the rim of a container. Red Alert held his head as if he were a youngling and she fed him something that tasted bitter and disgusting. He coughed a little and made a low, frustrated growling sound, parting his head from the offering.

"What is that?" he snapped.

"It's a little something I make for my bots in the infirmary," she explained, "It'll perk you right up. It tastes bad, but trust me, it's good for you."

Shockwave hissed at her. "Why should I trust you?"

"Because I'm not trying to kill you."

Shockwave growled again before he reluctantly allowed her to feed him again. It felt humiliating when he felt that his life had resorted to having a female medic treat him like a youngling. Especially an Autobot. But Red Alert did not insult him, she did not treat him as such. Instead, she went about helping him like he was one of their own. Shockwave was disgusted by the comparison, but she didn't lie when he started feeling a little better. The aches in his body weren't as obvious and his intake valves were not as sore.

When she was done, she cleaned up his face a bit more.

"I'll be back tomorrow, okay?" she said, "Get some rest."

Shockwave hissed slightly.

"I know you haven't been recharging at all. It's no wonder you're walking around death's door. There's no need to be paranoid. I'll stand watch if you feel comfortable with that." Red Alert assured him. She chuckled softly and he could hear her getting up. "I've gone and had too much recharge on the way here anyway."

"I do not need your comfort, Autobot."

Once again, he was bemused by her ability to brush off his insults. "Well, whatever you choose, I'll be in the next room."

Shockwave listened to the sound of her leaving followed by her transforming. He heard her tires squeal as she moved into a proper position close to his room and was still.

What kind of game was Prime playing? Was he attempting to manipulate him with the female and her foolish act of so-called kindness? Shockwave was no fool. He would not be so easily deceived by the trickery.

And he would not sleep either.

Not when there were bots among him who wanted his head.


	2. Act of Kindness

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status.

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Act of Kindness**

_Earth_

Shockwave had lost all sense of time.

It felt like eternity since he'd been here as a prisoner. And the endless silence was almost maddening in itself. He had been accustomed to it for a long time; as an assassin, silence and patience was all he really knew. But for some reason, this moment of silence was almost too much.

_"Shockwave..."_

The mech ignored the voice.

_"What's the matter, Shockwave? Is the big bad Decepticon assassin losing his nerve?"_

Shockwave was fortunate that he could not see this time; the voices whispering lies in his audios was no doubt an illusion brought on by his lack of proper medical care or nourishment up until this point. Or maybe he was truly going insane.

More voices joined him. Familiar voices that he all remembered as his past victims.

_"You're going to die in here. Rot away to nothing."_

_"Hehe. Now that we're like this, not even the 'monster' Shockwave can make us disappear."_

Shockwave hissed and shook his head. "You're not real..." he breathed, "Just...figments of...my overworked processor."

Cruel laughter all around him.

_"Not real, he says. Hm. That's funny. You're a funny Decepticon. I guess we're just images of your own insanity."_

_"Admit it, Shockwave. You're losing your mind. Madness is working its way into you."_

Just then, Red Alert's voice filled the air, penetrating the darkness of his mind. She moved around the room and he could hear her gathering things. "Good morning, Shockwave," she said, "Did you get any recharge at all like I asked?"

"No."

Red Alert sighed. "I wish you would find the time to sleep. You're going to kill yourself if you keep this up. I'm surprised you've remained online for as long as you have."

"I am not as weak as those you have come to know."

"That doesn't matter. I'm talking about _you_.

Shockwave made a sound. "Don't pretend to be concerned. I know why you're here. Optimus gave you an order to watch out for me. You're a simple, walking fraud." He made another sound and it was mocking this time. "And they dare address me in the wrong..."

Red Alert was silent and Shockwave thought she might have been upset with him this time. She hadn't moved as far as he could tell. When she spoke again, her voice remained even and he could hear a glimmer of sadness there this time. She was quite adept at covering it up.

"I'm quite used to that kind of talk, Shockwave," she told him, "In my profession, I have had bots call me every little thing you can imagine. I know that you're frustrated and weak, but you have to remember that I am a doctor. I am here to help despite any orders that I've been given. It doesn't make a difference what you feel about me; know that I am here to help. That is my job and that is what I will do."

Shockwave had to admire her mental fortitude. She must have been at this for a long time.

"I talked it over with Optimus and I was considering giving you optic replacement surgery," Red Alert continued, "There are spare parts that I could use and some optic fibers from fallen Decepticons. It won't take very long."

"And?"

"He's uncertain about the idea, but I believe that you don't need to remain blind. I think your being a prisoner here in such conditions is punishment enough." Red Alert moved around the room until he could hear her approach. There was a tingling sensation through his body and he could tell that she was scanning him. "The damages that attempted to heal will have to be cut to fit your new optic into place. But without any proper anesthesia, I don't trust that."

"I can handle it."

"That's more pain than any bot should have to handle."

Shockwave sighed, the "ribs" of his chest moving with his inhale. "If it will grant me my sight again, I'll withstand the agony."

"Are you absolutely sure you want to do that?"

"Yes."

Red Alert took a deep, uneasy inhale. "I'm used to healing, not causing more harm. But if that's really what you want..."

He listened to her standing up and walk from the room. She was apparently stopped by Optimus because he could make out the sounds of their conversation muffled behind the doors.

"Optimus, I can fix his optic. That'll at least give him his sight back."

"Red Alert. I trust your medical opinion, but..."

"Sir, he's been rotting away in there for how long?"

"In Earth time, many months."

"So why wasn't he properly taken care of?"

There was no response from Optimus.

"Sir, with all do respect, we are Autobots. We do not leave prisoners to rot away and suffer like this. Isn't that the kind of thing we are supposed to be against? He's filthy and his Energon levels are so low, I'm surprised he can even communicate with me let alone do any harm to anyone. His restraints are so tight, he can barely cycle air. He's in terrible shape. I don't think this is the kind of thing we preach to others."

Optimus was silent once more. Shockwave was wondering if the leader would chastise Red Alert for her impertinence, but instead, he heard a soft sound emerge from the Autobot. It seemed resigned and somewhat ashamed.

"You're right, Red Alert," Optimus told her, "With the war finally over, we should begin practicing a new way of thinking. Shockwave is not to leave his prison, but you are welcome to make his stay as comfortable as he needs."

"Of course, sir. I understand."

O

It had started raining.

Water poured down over the imprisoned Decepticon, splashing him through a hole in the rooftop. Shockwave didn't care about that and just let his head hang forward. Despite the disgusting Earth water drenching him, it left an oddly comforting sensation that he didn't particularly mind.

Then, it stopped.

Shockwave frowned inwardly and tilted his head upwards, trying to understand why the rain had stopped pouring on him. After a long moment, he could make out the sounds of drilling over his head. He was confused by the noise and he didn't like to be confused by anything. The drilling sound lasted for a few moments before it stopped. He tilted his head to listen better to the sounds of a vehicle pulling back into the NEST facility.

"Red Alert, what the slag were you doing out there in the rain?" Kup's voice suddenly piped up from behind the doors.

"Fixing a leak."

"Are you fragging me? A leak? That's a human's job. Not our job!"

"Don't worry about it, Kup. We're out in the middle of nowhere in the woods. I think we'll be fine. No human's going to see me."

"Getting in that disgusting Earth weather, though?"

"Kup, stop being such a sparkling. I've trudged through slime and gunk on worlds far more primitive than this planet and you know it. It's just a little sky water. It'll be fine. Anyway, where'd the Wreckers get to?"

"They're on a scouting mission for a human company called...Daytona."

"Hm. Sounds interesting. Well, I need someone to help me locate spare optics and fibers. Preferrably red."

"Why?"

"Just help me if you don't have any time on your hands."

"Fine. I'm not spending another second with these fleshlings anyway. The one called Epps won't stop talking about my vehicle form and how it is 'pimp'. I have no idea what that even means, but I don't like it."

Shockwave was not interested in Kup's complaining as the old bot often did. Red Alert's words did baffle him to an extent. Why would she go through so much trouble for him? It did not make any sense at all. She knew who he was and knew what he was capable of. She knew the things that he had done, but not once had she attempted to bring it up or condemn him verbally for his actions. It just did not seem logical to him.

"I have a delicate surgery I need to perform tomorrow and I have to have it ready by morning." Red Alert said.

"Okay. Whatever."

Shockwave could hear Kup leaving; he was able to tell the difference between the two as Kup put more force into his bases when he walked. Then, he could hear Red Alert enter the room again. She approached him.

"Shockwave, I need to take some measurements and ask a few questions, okay?" she asked.

"Fine."

He felt Red Alert's hands on his face and she gently turned it for study. He could hear her muttering in her native Autobot tongue and scratching something down. Her fingers smoothed down his neck to the brutal closed wounds that Optimus had inflicted before stopping at his chest and pulling away.

"Okay, do you have any allergies to any particular alloys?" she asked.

"No."

"Do you have any sort of abnormalities in your central programming that might interfere with a transplant in any way?"

"No."

Last question; Are you absolutely sure that there's nothing that might cause complications for you once you receive a new optic sensor?"

"Yes. I'm sure."

There was a smile in her voice. "Good. Come time tomorrow morning, I'll be here with your new optic."

There was a hesitation in Shockwave's voice now. "Thank you..."

"Of course."

He heard her stand up and disappear from the room once more. Shockwave let his head hang and decided that he needed to get some sleep for the next day. If he was going to experience pure agony for the sake of seeing again, energy was logical to endure the process.

So he decided to sleep.

O

Shockwave awoke to the sounds of Red Alert stepping into his room the next morning.

"Okay Shockwave, I have it ready for you." she said.

"Good." he replied.

He could hear Red Alert moving around with tools in hand before he felt her presence closer to him. She started going through her tools before she approached his face with something sharp. At this close to him, Shockwave could feel a slight tremble in her hands.

"Okay..." Red Alert told him, "I'm going to have to cut the closing wound around your optic socket. This is going to hurt a lot, I just thought you should know that now."

Shockwave was aware of the agony and his fingers gripped the wall beside him. He took a swift cycle of air before tensing his entire frame, preparing for the pain to come. "I'm ready, Autobot," he said, "Do it."

Red Alert took a calming breath of her own. "Here I go..."

She pressed the cutting tool to the left side of his optic socket and powered it up, cutting through the metal of his exposed wiring. Immediately, Shockwave seized and jerked sharply against his restraints. He didn't utter a sound of pain, but his body clearly displayed that with his writhing and twisting. Red Alert grimaced and struggled to cut her way through the healing metal as quickly as she could. Shockwave snarled at her and his fingers dug deep grooves in the wall.

Red Alert continued to cut for what felt like hours of pain before she reassured him. "Almost done." she said, "Almost done."

Once the final piece was cut and the older wires snipped, she parted from him to give him a moment to relax.

"Are you okay?" she asked. "Should I stop for a moment?"

"No. Keep going!" Shockwave ordered, his voice tight with pain.

Red Alert bit her lower lip. "Now I have to re-solder the new wires. This is the worst part."

At least she warned him ahead of time.

The next several minutes were nothing but painful cutting, soldering and rewiring. Shockwave cursed her name, cursed her people and every single generation that came before her. He cursed her to the Pit and back and every filthy thing under the sun before she was finally finished.

"Okay, now give it a moment..." Red Alert told him.

Pain registered in Shockwave's processor first, but not where he'd been cut up. In his head and it drew down the length of his back and arms. His body was currently registering a foreign object that wasn't his, but that would pass in a little bit while he adjusted to it. It took a few moments and his vision no longer processed darkness, but a sight of strange shapes and colors. One of the shapes in front of him moved before his vision began to clear.

Red Alert watched with a small smile as the optic powered on, glowing a bright red. Shockwave's lens seemed to perform a human blink before looking around.

"How do you feel?" she asked him.

Shockwave looked directly at her. So this was the femme behind the voice. He looked around and surveyed his grim, pitiful prison before looking back down at her.

"I can see..." he said.

She quickly gathered a tool from her tray and held it in front of his face. "Follow this with me, okay?" she instructed.

Shockwave's optic narrowed slightly and carefully focused on the object as she moved it back and forth in front of him. Red Alert did this for a few moments more before smiling and setting it down on a table.

"Excellent!" she said, "It works!"

Shockwave tilted his head at her. He was truly grateful to have his sight back, but there had to be a catch to this. "And there is nothing you expect in return for your kindness?" he asked, skeptically.

Red Alert chuckled and shrugged her shoulders. "Can't I just do something nice?"

"No. You're an Autobot."

She laughed gently and shook her head. "Autobots can do nice things for others and not expect anything in return."

"You must be one of the rare ones then."

Red Alert smiled and there was a small hint of warmth there in her optics as she turned. "Maybe."

And with that, she turned and left.


	3. Just Being a Good Doctor

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status.

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Just Being a Good Doctor  
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_Earth_

The moon was empty, untouched since that incident.

The equipment from the first lunar landing rattled slightly as a dark, enormous shadow loomed overhead. It was accompanied by a low, ominous rumble as an extraterrestrial ship passed before landing on the surface of the moon. It was jagged, covered in various spikes and protrusions as well as Cybertronian marks. Once the ship settled, shapes began to emerge onto the barren, desolate moon. One hand scooped up fragments of a Decepticon body.

Standing there was a Cybertronian shape that literally towered over several others who appeared beside him. He had pitch black armor and piercing red optics with red stripes across the sides of his face which made him appear frightening. His mouth was filled with long, sharp teeth and his fingers were long and sharp; his helm also had two jagged horns. He had two large cannons mounted on his arms and sharp tips at the ends of his feet.

"Lord Straxus..."

The mech-Straxus-turned toward his group and to a tall, slender green mech with a heavy underbite and jagged neck spikes. One of his hands ended in a dangerous, long hook.

"What is it, Lockdown?" Straxus asked him, still absently studying the remains.

"What do you want us to do?"

Straxus cast his gaze toward the horizon of the moon where he could see a clear image of Earth. "There are Decepticons lingering on that little backwater planet without a leader," he told him, "My sources tell me there is also one Decepticon General still alive. I want you to find him."

"Of course. No problem," Lockdown said, nodding, "I can find anybody."

"Good. That's what I like to hear," Straxus replied, with a smirk on his jagged face.

"What about Optimus?" a Decepticon in the back of the group asked.

Straxus smiled broadly. "We will break him..."

O

Red Alert walked to Shockwave's room and she could make out the sounds of water rushing inside. Frowning in confusion, she set down the container of fresh oil that she had made by the door and stepped through it. She was shocked to find Sideswipe spraying down Shockwave with a high-powered hose. It wasn't enough to cause any kind of damage, but strong enough to chip away paint. Considering that Shockwave was recovering from his surgery, the water would no doubt get into his circuits and cause an unbearable sting. Though Shockwave was adept at covering up any discomfort, she still did not appreciate the way that he was being treated.

She scowled and stormed up to Sideswipe, snatching the hose from him and shutting the water off. "What the frag do you think you're doing?" she demanded.

Sideswipe shrugged his shoulders as if his actions had no apparent consequence whatsoever. "Cleaning the filth off the freak," he argued, "Optimus told me to hose him down since you mentioned that he was filthy. You weren't around."

"I was making an oil brew!" Red Alert snapped, "Next time you want to step over my authority in the medic field, you had better take it up with me personally!"

Sideswipe scoffed and raised two hands. "Hey, there's no need to bite me in the aft!" he protested, "I was just following orders."

"That'd be a first. Now get going and find something productive to do instead of tormenting my patient!"

Sideswipe rolled his optics and left the room with disgust. "It's child's play compared to what he did to our own!"

"Sideswipe..." Red Alert warned.

He stormed out of the room while Red Alert adjusted the head of the hose. She tsked in disgust and set it down before looking at Shockwave. "I'm sorry," she told him, "He really need a lesson in manners sometimes."

Shockwave shook his head. "I do not put any blame on the fool for his primitive attempt at revenge. After all, I did execute his fellow comrades."

"Can we not discuss the deaths of comrades right now?" Red Alert chided, her voice carrying a mild sting that she carefully covered up as much as she could. "After all, I have something for you that might perk you up a bit."

"Really?"

Red Alert opened the door and bent down to retrieve her oil container and offered it to him. "I've improved the formula to make it taste better."

Shockwave's mandibles spread somewhat and his body ached at the promise of nourishment. Though his optic dilated a little when she approached. He watched her suspiciously as she brought the edge to his mouth and slid a hand to the back of his head in the way that she had done before. The way she mentioned "improved" sounded like a way to kill him. He jerked his head away from the offering and gave her a dark look.

"An attempt to silence me?" he snapped.

Red Alert sighed. "I told you I wasn't trying to kill you," she insisted, "After all, wouldn't it be 'illogical' to heal if you had intentions to harm?"

Shockwave's optic narrowed at her using the familiar word before he eventually let out a sigh and allowed for her to feed him, sensing that she was right about that. No one would go through so much trouble if they intended to kill them. It was a waste of resources. He watched her face cautiously the entire time, seeking any falsehoods in those warm, blue optics. His optic seemed to move slightly. She just watched him in return and focused on keeping him drinking the fluid. Her optics did not reflect any ill-intent, no mockery or cruelty and she lightly smiled.

Once Shockwave was finished, she set the canister down and began to clean his face a bit. "How's your optic feel?" she asked.

"It throbs occasionally, but it's fine," Shockwave replied.

Red Alert knotted her brow thoughtfully with a murmur. "It might just be your body recovering," she said, "But I'll give you a scan to be sure."

Shockwave was still as she scanned him a few times.

"Okay, you look fine," she continued, "Now, if you want, I could clean you up." He looked up sharply at her and she chuckled. "Don't worry. I'm not going to spray you with a hose like that screws-for-brains did."

Shockwave glanced down for a moment in thought before he looked up at her and nodded. The offer to get aged dirt, sludge and other various contaminants out of his body was an offer that he couldn't really say no to. "Very well."

Red Alert smiled and left the room. She returned with a container of cleaning solution and attached it to the hose. After assembling a few parts and a new cone-shaped spout, she gestured for Shockwave to lift his head and he did. Once she activated the hose, it sprayed a gentle stream onto his chest. He relaxed his shoulders and muttered a mechanical sigh. Every joint and sensor relaxed under the warmth of the water.

Red Alert sprayed him for a few moments more before she shut the hose off and gathered a scrubbing utensil. She began to scrub his neck and shoulders and he moved into the sensations like a cat enjoying a good scratch, feeling relief as chunks of earth and mud fell from his body. Red Alert smiled and made her way to his arms and chest. When she scrubbed between the rib-like structure of his torso, his breathing stopped momentarily before she made her way around to his lower back and it resumed again.

After scrubbing him down for a few moments, she stepped back and gathered the hose. "Okay, feel better?" she asked.

Shockwave nodded his head and stared down at himself. Minus the scratches and cuts in his armor, he looked much better than he had before. "Yes." he said.

"I'll rinse you off and then I'll have to join Optimus on patrol in the city," she told him, starting the hose after she had removed the container, "If you need anything, contact Ratchet and he'll contact me, okay?"

Shockwave waited until she was done rinsing him before he responded. "I don't think anyone will come when I call them."

Red Alert sighed and set the hose down. "Good point." she muttered.

"Don't concern yourself with me," Shockwave told her, shaking his head. "Just go."

Red Alert nodded her head. "Okay. If you need anything else, I'll be back in a few Earth hours. Maybe a little more."

And with that, she was gone.

O

The human city of Houston had been the sight of Decepticon activity. Once the Autobots arrived, there was an order to evacuate the people there to avoid any form of trouble or anyone suspecting what was really going on. They remained stationed outside of the city while the order of evacuation was taking place. Humans were panicking and Red Alert began to wonder just what kind of ruse they had created to get them to move that fast.

"Okay," Lennox announced to the group of Autobots and NEST troops, "We need to make this clean and fast. Find the Decepticon and take him out."

Sideswipe gave an impatient growl. "We'll do whatever it takes."

Lennox gave Sideswipe's hood a slight pat. "Clean and fast, Sideswipe." he reminded him.

Once Houston was empty of human life, the Autobots consisting of Optimus, Sideswipe, Dino and Bumblebee moved in, splitting up in several directions. Red Alert remained behind should the chance come up that she was needed. She observed the situation with Perceptor who monitored the perimeter.

"OPTIMUS PRIME," Perceptor said, in his COM-link, "ENEMY MOVEMENT HAS BEEN DETECTED."

_"How many?" _Optimus asked, through the link.

"MY SCANNERS INDICATE A DECEPTICON IDENTIFICATION SIGNALS. CURRENTLY .43 METERS FROM YOUR POSITION." Perceptor told him.

The Autobots cast their gaze overhead when an AV-8B Harrier screamed by. Sideswipe looked up at his optics widened. "No way!" he exclaimed, "Is that-"

"IT'S DIRGE!" Dino finished for him.

The jet uttered a stream of Cybertronian curses before spinning in midair and transforming, landing on the top of a building. He had the same build as Starscream for the most part and had longer, jagged claws. His body colors were a dark shade of blue and his wings had bizarre markings on them that looked like ravens.

"Autobots!" Dirge snarled, "Come and get me!"

He transformed again and took to the skies.

"Dirge!" Optimus bellowed, "Surrender! You have no leader!"

Weapons fired in all directions. It became chaos as the Autobots and NEST troops attempted to clip Dirge's wings. The Decepticon gave a cruel laugh and soared higher into the sky. He spoke through his COM-link.

"Lockdown, he's not here," he sent, "Let's move!"

_"Alright."_

In an alley, ominous red headlights suddenly flashed and a green and black Lamborghini Miura surged out of its hiding spot. It had spikes in the caps and an overall menacing appearance. Perceptor sensed the presence of the Decepticon immediately as he streaked away. Dino spotted the Decepticon almost immediately and quickly transformed. He pursued Lockdown through the streets

"Come to me, Decepticon _bastardo_!" he bellowed.

Lockdown chuckled, not in the least bit deterred by Dino's pursuit. "Here's a little gift for you, Autobot." he hissed.

His tailpipe expelled a disgusting black tar to which Dino's tires caught. He started to spin out of control, but transformed and grabbed a streelight pole, spinning in midair. He lashed one of his whips out at Lockdown's rear bumper, but the strike missed and he quickly gave chase.

Lennox frowned as he watched the Decepticons disappear before looking up at Optimus. "What's going on?" he asked, "They came and just left."

Optimus looked equally disturbed. "They must have been looking for something."

"What the hell would they want?" Epps joined in, "Most of their crew's been dusted."

Optimus shook his head. "Not all of them."

O

Wheelie and Brains peered through the door to Shockwave's holding room. They muttered to themselves before Wheelie nudged Brains roughly, causing the other bot to fall right into the room with a sharp grunt. Shockwave lifted his head slightly when he heard the sound and his optic narrowed. Brains gave him a very awkward wave and Wheelie joined in. Shockwave's mandibles spread slightly with annoyance before he lowered his head once more, not interested in them.

"Hey, how ya' doin' there, big guy?" Wheelie said, with slight unease, "Hanging around all alone, huh?"

Shockwave ignored him.

"It can't be all that bad," Brains joined in, "You got that hot doc keeping tabs on you. That's gotta be good for your fantasy circuits." He made slightly lewd gestures and grunts, like a human thrusting their pelvis and did a goofy little dance. "Oh yeah, work it baby! Uh-huh! That's right!"

"Go away." Shockwave snapped, "I don't associate with traitors."

Wheelie scoffed and whispered sidelong to Brains. "Yeesh, who put a Scraplet in his ass?" he muttered.

Shockwave ignored the voices as much as he could and they disappeared. He could still see Brains and Wheelie talking, but could no longer hear them. Beside him appeared the illusion of Jolt in his final moments. His head was crushed and it exposed his protoform. His body dripped Energon and he laughed dryly, shaking his crushed head in the process.

_"Petty little things, aren't they?"_ he hissed, sarcastically, _"So deluded to choose a better path."_

Elita-One appeared as well, cradling her own head beneath her arm. _"Hey Shockwave, you didn't forget about me, did you?" _she purred, _"After all, you did take my head off. Practically a sucker-punch move too. You should be a proud Decepticon."_

Shockwave watched as each and every victim faced him in the room, mere images of their shapes in their final hours. He knew that they were not real. They were figments created as a means to haunt him, to attempt to break him down in his moment of weakness. A weakness that he hated living with. Their tattered, disgusting faces stared at him with empty blue and red optics, their gazes filled with scorn and hatred.

A Thetacon in the back chuckled, his throat gushing remnants of Energon. _"You boast so arrogantly, Shockwave. But in reality, you're just another puppet. Like the rest of us."_

_"You claim that emotion has never bested you, but inside, you're afraid..." _Salvage whispered, from beside him; his face was covered in terrible burns, the metal and tubes ruptured from when Shockwave had taken his cannon to his head, _"You fear losing yourself, don't you? Hehe. And you called us weaklings?"_

Dunerunner's hands grabbed Shockwave's shoulders. They weren't real, but almost felt solid enough. Shockwave did not see his face, but when he spoke, he could hear a fluid buildup in his vocals, as if he was choking on his own Energon.

_"You'll lose, Shockwave. They'll kill you in time, or maybe HE will," _Dunerunner whispered, maliciously, _"And when they do, we'll be waiting for you."_

"You are not real..." Shockwave growled.

Brains and Wheelie watched him.

"Wow, the big guy's finally lost his circuits," Wheelie remarked, "Talking to himself. Can you believe that?"

Brains shook his head. "Better get Ratchet. This guy's freaking me out."

The two bots left the room.

O

A few hours had gone by and Ratchet entered Shockwave's room with Red Alert behind him. "Shockwave, Wheelie and Brains were running around saying something about how they think you're going nuts," he told the Decepticon, "I'm going to have to take a sample of your Energon to be sure there's nothing going on. Okay?"

Shockwave didn't respond and just stared at him. Ratchet looked at Red Alert and shrugged his shoulders before retrieving a device from his side. He approached one of Shockwave's massive arms and raised it to see an Energon vein before Shockwave stopped him.

"I'd prefer it if _she_ took the sample," Shockwave said, indicating Red Alert with a flick of his head.

Ratchet halted and looked back at Red Alert in surprise; she was gathering a few tools behind him and stopped what she was doing to look up in equal surprise. She shrugged her shoulders and Ratchet saw no reason to argue.

"Um, alright. I guess there's nothing wrong with that," Ratchet replied, "Uh, Red Alert, okay, come here."

Red Alert walked over, taking the device from Ratchet. The medic instructed her where to inject the needle and what to do afterwards. Red Alert took a few steps back and sat down on the computer to observe the readings. Shockwave tilted his head at her, just regarding her intently.

"What are his readings?" Ratchet asked.

Red Alert looked at Shockwave while she spoke. "Normal."

"Okay," Ratchet said, nodding his head. He seemed a little uncomfortable and eager to leave. "Well, if everything's normal, I have to get to Dino's repairs. Whatever those Decepticons were after, I don't really care. At least everyone's alive."

Red Alert nodded with a smile. "I'll be back to help in a little."

"Good."

Once Ratchet was gone, Shockwave looked at her. "What Decepticons?" he asked.

"Dirge and Lockdown. You know them?"

"Dirge I do. Lockdown I have heard of, but never met," Shockwave replied, rumbling deeply, "What do those fools want? They are blindly running about without a leader. They will end up dead at such a rate."

Red Alert shrugged her shoulders. "We don't know. Maybe they're looking for you."

"They would not act in such a way without suggestion. Someone is pulling their strings."

Red Alert frowned intensely. "And you would know about that?" she asked.

"No. I've been here if you recall," Shockwave responded bitingly, "And my communications systems are fried. I have no reason to be capable of such a distant communication. And you know that full well, Autobot."

Red Alert gave that some thought and he could see that she relaxed a bit. Now, she looked slightly concerned for him. "Have you had any recharge?" she asked.

"No."

"Primus, you really want to kill yourself, don't you?" she muttered, "Fine. If you won't recharge, I'll stay here all night if I have to."

Shockwave looked disgusted by that. "I'm no youngling, Autobot."

Red Alert took a spot in her chair and folded her arms across her chest, giving him a skeptical look. "Well, it's not your decision," she said, "I'm not leaving until I see you powering down. I don't care how long it takes."

Shockwave glared at her.

"Glare all you want. I'm not moving."

After a long time, the two stared at one another. Red Alert crossed her legs and straightened in her seat. "Why haven't you been recharging anyway?" she asked.

"What concern is it of yours?" he snapped.

"I'm a doctor. It's my job to ask those kinds of questions."

Shockwave made an impatient sound and looked away from her.

"I know you pride yourself on your ability to keep emotion from others," Red Alert continued, smiling sympathetically, "In a way, we're kind of alike. In my job, I can't get too emotionally attached to my patients or I end up losing a little bit of myself."

Shockwave scowled at her. "We're not the same."

"No. Maybe not," Red Alert agreed, "I just think you're better at hiding it from others than I am."

Shockwave growled softly, spreading his mandibles a bit before he glanced at her from the side of his optic. He didn't seem to be glaring this time and the plates around his mouth and optic relaxed to a lesser degree.

Red Alert smiled at him. "You can sleep. I'll stay here all night. I promise."

Shockwave stared at her for the longest time before he sighed and his shoulders relaxed. "A moment's reprieve from your incessant demands would be a blessing..." he muttered.

"Good. That's what I like to hear."

It took a long time, but eventually Shockwave was asleep. Red Alert stood up and waved a hand in front of his face before she smiled at the lack of reaction. Behind her, Wheelie and Brains rolled in and watched the slumbering assassin.

"So, the giant lugnut's finally asleep, huh?" Wheelie muttered, "Way to go, dollface. You did it."

Brains laughed. "Must be that Siren song she be singin' to him."

Red Alert frowned thoughtfully. "I don't get it. He's always rather agreeable around me. A bit difficult, but he's manageable."

Wheelie and Brains looked at each other before they snickered and started laughing. Red Alert frowned down at them, confused by their laughter. "What's so funny?" she demanded, "Do you want to wake him up?"

Brains waved a finger at her. "That's cute! Doc's got herself a new boyfriend!"

Red Alert looked startled. "What?" she exclaimed.

"You crushin' on the freak!" Wheelie added, laughing and slapping his thighs.

Red Alert gave them an indignant scowl. "I'm only being a good doctor!" she insisted, "Stop-Stop that laughing! I'm doing my job! Optimus told me to make his imprisonment more comfortable and I have! It was my order!"

The two continued to laugh even harder now.

"Oh doc, you're awful!" Brains cried.

Red Alert began to nudge them out with her foot. "Get out, you laughing idiots!" she snapped, "Get out before I find a good use for my soldering tools!" Once she was sure they were gone, she shut the door behind her and took a spot in her seat again.

Shockwave was sound asleep even after all of the laughter. She chuckled when he gave a strange, inaudible sound.

"Get a good sleep, Shockwave..." she said, softly.


	4. Autobot Integrity

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status.

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Autobot Integrity**

_Earth_

A few Earth days had passed in silence.

Red Alert had spent each passing day monitoring Shockwave. She was surprised that he had started talking to her a lot more. But Wheelie and Brains did present a point that nagged away at her logic circuits; Shockwave did not associate with the others in the base except for her. If Ratchet or anyone else stepped into the room, he would either ignore them or act belligerent. It definitely made her think about that for a while.

As she sat at her computer monitors, she observed Shockwave at the top of them for a moment before speaking.

"So...what happened to you before the war?" she asked.

Shockwave looked up. "What do you mean?"

"What did you do?"

"I was a scientist."

Red Alert smiled and shrugged before she looked dead serious now. "Well, considering our age difference, I never really knew you until after the war had begun. I'm only a little over five million years old after all. From what I heard, many Autobots and Decepticons alike were afraid of you."

"There are reasons for that," Shockwave replied.

Red Alert nodded her head, recalling the stories she had heard about Shockwave and the things he had done. She was quiet for a moment, watching her computers and the dark violet mech prisoned before her before she tried something else.

"Did you have any family?" she asked.

Shockwave looked up at her.

"You know, a spark father and mother," Red Alert continued, "Did you have any?"

"If I didn't, I would not be here."

She laughed good-naturedly. "You know what I mean."

Shockwave's chest ribs expanded slightly in a deep sigh. "My spark father was abusive," Shockwave told her, "He would spend his time constantly attempting to raise me into the 'perfect youngling' by beating me until I could not properly function for many cycles to pass. My spark mother was borderline insane and considered using me as a puppet to get her way." He glanced sidelong at her. "Does that satisfy you?"

Red Alert knotted her brows, stunned. "No. Not at all."

Shockwave watched her with an empty look and lowered his head. He seemed less-than eager to continue the conversation.

"If it's any consolation, no one deserves to live like that," Red Alert told him, giving him a small, gentle smile.

Shockwave spread his mandibles at her. "It has already been done. What difference would your condolences make?"

"I was just trying to make conversation."

Shockwave sighed impatiently and gave her an unfriendly look. "It doesn't matter what you were trying to do. I see no point in feeling pity for something that has already transpired. It will not change matters."

Red Alert nodded slightly. Her features reflected sympathy. "Yeah. I suppose you're right..." She was quiet again and changed the conversation a little. "Since you've recharged a good bit last night, how do you feel?"

Shockwave pricked his head up. "Better, actually."

"Good. I told you getting some recharge would help."

Shockwave watched as she stood up and stretched a little. She rotated her wrist joints a bit to get rid of the kinks. "I'm due for some myself," Red Alert murmured, "Is there anything I can get for you while I'm up?"

"My freedom."

Red Alert looked surprised for a moment before she shook her head sadly. "Sorry. That's one thing I can't give you."

"Then there is nothing else I need from you."

Red Alert actually looked a little apologetic before she nodded. The harshness in Shockwave's voice had returned from the first time that she had visited him and she could only guess that he was getting a little stir-crazy from being imprisoned for so long. She gave him a small nod and left the room without another word.

O

NEST was silent that night.

The only sounds that could be heard were the gentle cricket chirps and the cooing of other Earth animal life outside. Shockwave felt a sense of peace for the first time at the silence. No other sounds were there to pester his concerns or his-even he would confess to himself-paranoia. It seemed that there was also no movement outside his door, which told him that most of the Autobots and NEST humans were in recharge.

_"Shockwave, my precious...sweet youngling," _the familiar voice of his spark mother crooned in his head, _"It doesn't matter what they do to you, sweetspark. You cannot die. You can never die. Nothing they can hope to do will end you."_

He didn't see her in the room, but he knew her haunting voice. It was always a pleasant reminder of how she used him to get what she wanted; to kill if she needed an irritant to disappear. To take if she needed him to. His spark mother had always been smaller than most females, but his spark father he remembered as being practically a leviathan. A cold, pitiless being with no emotion but to create the 'perfect' Cybertronian. Perhaps Shockwave had inherited some of that obsession, but nothing of him was his spark father. Or his mother.

They were strangers.

Souless beings without faces. Shockwave had no reason to hold connection to them. All but the fact that they may have shaped who he was, despite how much he wanted to deny it. There was some truth to that logic.

Then, the door opened and Shockwave looked up. Prowl stepped into the room and clutched a sharp tool in his hand. It wasn't a surprise that one of the Autobots would stray away from Optimus' command and attempt to take justice into their own servos. Shockwave expected this. He was just amazed that it had taken this long.

"So, you've finally come, have you?" Shockwave said, calmly.

Prowl approached him and raised the sharp tool. "Prime's blind," he snapped, "I don't see how you deserve to take another cycle of air after what you've done."

Shockwave watched him with contempt. "I see. You're here for your comrades," he said. His voice sounded amused. "You're not here to seek justic for the whole lot, but you're here to ease your desire for petty revenge. How truly noble of yo-"

Prowl plunged the sharp tool deep into Shockwave's midsection. The Decepticon uttered a short, deep grunt of pain and spread his mandibles with a hiss, glowering at Prowl defiantly, despite the agony from the blow. Prowl's optics flashed with hatred and he twisted the sharp object deeper, drawing another grunt from Shockwave. He left the blade in his abdomen, letting a thick trail of Energon to gush from the wound.

"The pain can serve as a reminder of all those you've killed," Prowl spat.

And with that, he left Shockwave alone to bleed.

O

Red Alert returned to Shockwave's room the following morning and was horrified by what she saw.

"Shockwave?" she gasped, dropping her tools and rushing up to him.

He was still functional, much to her shock. He barely lifted his head and growled out, his optic flaring. "That...wretched...Prowl..." he spat, "He came in the...middle of the night and...saw fit to...take justice into his own servos."

Red Alert's optics narrowed and she looked back at the door. "Ratchet!" she shouted, "Get in here!"

Immediately, Ratchet emerged into the room and his optics flickered in surprise. "What happened?" he demanded.

"Prowl happened!" Red Alert snapped, "I swear to Primus, we're living with maniacs!"

Ratchet moved to Shockwave's side and inspected the stab before he looked at her. "I'll take care of Shockwave's wound," he said, bringing out his tools, "You'd better get to Prime and tell him what's happened."

Red Alert nodded angrily. "You bet I will."

Shockwave watched as she started to go, confusion in his voice. "Red Alert. Wait. Why would you...?" he began.

She scowled and glanced back at him before moving out of the room. She found Optimus talking with Lennox in the hangar. Prowl was sharpening his sword and didn't glance up at the sight of her passing. Bumblebee was training with a few human soldiers. Dino was talking with Sideswipe and Perceptor was giving them some pointers regarding their weaponry. Kup was standing at the hangar's opening, watching a few more Autobots pour in.

"Optimus, sir," Red Alert said, approaching her leader, "I need to talk with you."

Optimus looked at her. "What's wrong, Red Alert?" he asked.

"Prowl is what's wrong, sir," Red Alert snapped, gesturing over to Prowl in the corner of the hangar, "He came to Shockwave in the middle of the night while we were gone and tried to take matters into his own hands!"

Optimus looked stunned by this and his optics darkened briefly before he looked up. "Prowl!" he called, gesturing, "Would you come here for a moment please?"

Prowl nodded and rose, approaching the two. "What's wrong, sir?" he asked.

"Red Alert tells me that you attempted to silence our prisoner," Optimus said, gesturing to the angry medic beside him, "Is this true?"

Prowl's optics narrowed and he glared down at Red Alert, furious that she went to Optimus about it. But even more that Shockwave was still alive enough to tell her who had done it. He looked at Optimus briefly before returning his gaze to Red Alert.

"Maybe he did it to himself," he snapped.

Red Alert laughed sarcastically. "Oh, that makes perfect sense!" she snapped back, "Because when I'm restrained, nearly being crushed by clamps, the first thing that comes to my processor is to stab myself."

"What are you so upset about?" Prowl shouted, throwing his arms in the air, "He's killed many of our friends! He doesn't deserve to live!"

"Oh, so that gives you the right to turn around and go against everything we've ever been taught?" Red Alert shouted back.

Their argument was getting the attention of others around them.

"He's a murderer, Red Alert!" Prowl spat, getting in her face now.

She laughed angrily. "And that automatically negates the murders we've committed all the same?"

Prowl looked somewhat surprised by her words before his optics darkened. "What are you saying?"

Red Alert glanced at the watchers briefly and ignored them as she continued. "I'm not condoning the things they've done. I'm not calling their actions excusable. But haven't we done the same to them? Haven't we taken comrades as well?"

"We've fought to protect ourselves and the greater good!"

"Oh, so by your logic, they just drop dead of their own accord?"

"That's not what I'm saying!"

"Then what are you saying? Explain it to me!"

Prowl looked shocked for a brief moment and he looked at Optimus, who had taken in every single word Red Alert was saying. "Sir, can't you say something?" he demanded.

But Red Alert continued. "How many have we killed then?" she snapped, "I know some of you have even gone as far to kill Decepticon younglings and don't deny it because I've seen reports sent to me!" They looked at one another and Kup looked somewhat guilty. "I know this is war, I know most measures have to be taken. But before you go and wave the superior card around, stop and consider the possibility that we all may be hypocrites!"

She turned and angrily stormed out of the hangar. Prowl started to go after her, but Optimus put a hand on his shoulder.

"No. Prowl, we need to talk about your actions," he said, sternly.

"But sir-"

"No. We all feel the need for revenge, but that doesn't make it right."

Prowl growled angrily, but nodded his head in agreement.

O

Ratchet had repaired the damages done to Shockwave's wound before he turned to Red Alert who cleaned up the spilled Energon.

"He's going to be okay," he told her, his voice filled with concern. He looked at Shockwave. "Between you and me, 'con, I wouldn't have even given you a second thought. Even though Prowl is right on a few things, I don't condone hitting a bot when he's down."

Shockwave did not acknowledge him.

Ratchet looked at Red Alert. "He's all yours."

She nodded. "Thank you, Ratchet."

As Ratchet started to go, he paused at the door and glanced back with mild worry before he shook that off and left. Red Alert remained quiet as she worked to clean up the mess on the floor. Shockwave watched her in silence as well. His body was still very weak from the loss of his precious fluids. Red Alert worked endlessly, her features a mask of frustration and anger. He didn't know who it was mostly directed to.

"I'm going to fetch you something to replenish the loss of fluids in your system," she said, a little harsher than she probably wanted.

"Autobot..." Shockwave began.

"And then I'll remain in here if I have to seeing since my 'friends' can't be trusted to be alone with you."

"Autobot."

"And then I can-"

"Autobot!" Shockwave snapped, a little louder. When she paused and looked at him, he sighed impatiently. "Did you mean what you said out there?"

Red Alert frowned. She still seemed angry about what had transpired. "Be specific. I said a lot."

"You know what you said."

Red Alert sighed and took a spot in her seat near her computers. "I can't believe what just happened on my watch, Shockwave," she snapped, "We're supposed to be the good guys here and..." She trailed herself off and looked self-conscious about what she just said and continued. "...it just doesn't feel that way. The only difference between you and me is the way we do things. In the end, no one is above the rest. We're all murderers."

Shockwave tilted his head. "You are a medic."

Red Alert scoffed. "I've done my share of taking lives," she muttered, shaking her head, "I try to avoid it as much as possible, but I have. Do you remember the Decepticon assault in Simfur?" When he nodded, she continued. "I was there, protecting my patients. Two Decepticons came into the medical wing. I was alone and calling for backup. Backup didn't come in time so I had to take them out on my own." She gave a small laugh. "Contrary to what you may think, I know how to hold my own in a battle."

"You were protecting your own," Shockwave said, "In war, it's logical to do so."

Red Alert nodded her head. "No. I know. I don't regred saving the lives of my friends!" she insisted. "But what happens then? More just keep dying. More lives end and it just continues all over again. It just feels like our race is not meant to survive. Autobots. Decepticons. It doesn't matter. In the end, we'll just end up killing each other."

Shockwave was silent, obviously pondering this.

"Tell me, Shockwave," Red Alert continued, "You abide by a strict code of logic, right? What feels more logical? To kill yourselves over a ridiculous dispute, or to exist despite these differences and let our races prosper?"

"I'm not the proper Cybertronian to ask that question," Shockwave replied.

Red Alert was silent for a while. She looked disturbed. "But you were a scientist once," she said, "I'm sure you'd know something."

Shockwave shook his head. "I'd prefer living in the present and you should as well."

Red Alert had to agree with that.

"Yes. I suppose you're right." she murmured.

Instead of leaving the room, she remained with him for the rest of the day. Though why Shockwave could not comprehend.

She was a strange Autobot.

And he was a strange Decepticon for preferring her company over others.

He didn't understand it.


	5. Turning Tides

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status.

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Turning Tides**

_Earth_

Straxus stood at the mountain peak that night, observing the human base below with amusement in his optics.

"Excellent, Lockdown," he told the Decepticon at his side, "You've discovered where they're keeping him. This should be interesting. I want you to disable their communications and defense systems before we continue."

Lockdown chuckled and nodded. "Not a problem."

He made his way into the trees while Straxus watched him below. Behind him, an Autobot drone was pulling up and transformed, producing his weapon. "I think you're lost there, Decepticon!" he spat, powering it up.

Straxus smiled calmly and turned. "I don't believe so." he said.

The Autobot snarled and advanced. "You're not taking another step. Got a problem with that?"

Straxus took a step closer to him as well and his red optics flashed. He gnashed his teeth together and those fangs spread in a malicious grin. "As a matter of fact..." He suddenly produced a long, dangerous scythe-like blade from his wrist and shoved it up into the Autobot's chest, drawing a hot shower of sparks and Energon. He dropped the corpse of the Autobot at his feet and chuckled softly. "I do." Straxus finished.

Inside the base, the song "Earth Angel" was playing on the radio while the soldiers were at work training or making repairs on their weapons. Several of the Autobots were in recharge and others simply observed the humans at work, monitoring their training.

Red Alert was finishing giving Shockwave some oil and cleaning his face. He looked confused by the music in the background.

"What is that wretched sound?" he snapped.

Red Alert chuckled. "It's music, Shockwave."

"That's music?"

"To humans, it is."

Shockwave growled softly and forgot about the music when she began to clean his mandibles of excess oil. Red Alert just smiled as she continued to run the rag over his mouth. Her movements slowed a little and her forehead plates furrowed slightly. There was something in her optics that made his Energon warm slightly. Shockwave stared down at her and for a moment, they just looked at one another in silence. When she realized that it started to feel like too-intimate a move, she pulled her hand away and laughed uncomfortably.

"Wow, I have to gather my stuff up," she said, her voice coming out in an explosion of air, "I'll be back in a little bit."

Shockwave nodded, watching her go in confusion. Why did she look at him like that?

Red Alert emerged from his room in a bit of a daze and looked over at Ratchet. He caught her odd look at stared at her with worry. "Hey, are you okay, Red Alert?" he asked.

"I'm okay." she lied, with a smile, "I'm just taking these to storage."

Ratchet frowned and pressed a servo on her shoulder. He let it there for a moment before looking at her with mild concern. "You're radiating more warmth than usual," he said, "Are you sure you're not catching a virus?"

"I'm okay. I promise."

Ratchet watched her bend over to the storage unit where the medics kept their tools. He glanced at her and then back to the room where Shockwave was being held and his optics widened slightly. He glanced from the room to her multiple times as if he was having difficulty adding them together and knowing that there was no other possible explanation. He walked up to Red Alert as soon as she stood up.

"Red Alert, we need to talk about-" he began.

Just then, the lights in the base suddenly shut off, casting everything in darkness. The computers whirred down and everything that ran on power was cut off. Everyone in the base immediately reacted, seizing any available light source they had.

"What's going on?" Lennox demanded, "Sound off!"

Autobots were already transforming and their vehicle lights shined throughout the hangar, performing a quick head-count of everyone. Outside, Lockdown was chuckling nastily, standing over the power grid of the base.

"Lights out!" he hissed.

Inside the base, weapons were being gathered and everyone immediately stood at attention.

"Everyone keep alert!" Lennox ordered.

A wicked laugh outside drew their attention toward the doors of the hangar. The laugh was familiar and Optimus knew who it was.

"Dirge..." he growled.

"Autobots!" Dirge yelled maniacally, passing overhead, "Come out and play!"

Shockwave heard the shout from Dirge from his prison and his optic flared. So they had come for him after all. He looked around the room, noticing the power had shut off. With a low grunt of effort, he tugged at his restraints as hard as he could. The metal buckled and cracked and finally snapped, freeing his left arm. With a triumphant sound, he reached to his other arm and ripped the metal off and then went to work freeing his legs.

Once the clamps were off, Shockwave stood up and retracted his wrist sword. The sounds of laser fire suddenly filled the air and the base rocked violently. Shockwave took the opportunity in the chaos to escape the room. The hangar was alive with war as Autobots and Decepticons violently battled one another. Humans were scattering wildly about and some were being crushed under the weight of Cybertronians.

Shockwave took the opportunity to escape. So he used the only leverage accessible to him.

He seized Red Alert and brought her yelping form close to his chest. Autobots whirled in shock and watched as Shockwave brought his wrist blade beneath her neck. She grabbed at his thick arms uselessly as he grabbed her jaw in one hand, holding her tightly to prevent her from escaping his grip.

"Shockwave, release her!" Optimus commanded.

"I don't think so," Shockwave said, "I'm leaving and should you follow, we will see if the theory that an Autobot can still function without a head is true."

Red Alert gritted her derma plating and squirmed beneath Shockwave's clutches. "I treated you with respect and this is how you offer me your thanks?" she spat, "Primus, I did more for you than they ever had!"

"Hush." Shockwave ordered, tightening his grip on her head.

"Let her go!" Prowl spat.

"I think not," Shockwave hissed, slowly making his way toward the opening of the hanger, "She is the only thing standing between me and you. You wouldn't shoot when I carry your beloved medic in my arms, would you?"

Optimus' optics darkened. "Shockwave..."

"She comes with me. As...insurance should you attempt to do anything stupid." Shockwave told them.

Red Alert struggled. "No! Don't!" she cried, "I'm not worth-ACK!"

Shockwave jerked her head forward in a painful way, glowering down at her. "If you do not keep quiet, I'll have to disable your vocal sensors and I can promise you that it won't be particularly comfortable." Red Alert whimpered in pain and Shockwave looked back at the Autobots. "Remember what I said, Prime. You follow me in any way, she dies. I'll return her to you in pieces. Do you understand?"

"You won't get away with this!" Prowl snarled.

"I just did." Shockwave countered.

And with that, he dragged Red Alert with him out of the hangar.

O

Straxus was pleased.

"Shockwave, you're bringing pets with you?" he purred, eying the Autobot female in Shockwave's grip.

"She is a prisoner. To ensure the Autobots never follow." Shockwave replied. When Dirge took a step to reach for Red Alert, Shockwave glowered at him with a warning hiss escaping his vocals. "And she is _mine_."

Straxus smirked and stood over Red Alert.

She matched his gaze defiantly and for some reason, pressed herself closer to Shockwave; something about Straxus she didn't like. "Straxus. It's quite a pleasure meeting the former Judge of the Council of Vos." she said.

The Decepticon chuckled. "Former, you'd be correct." he told her, "Now I am the new leader of the Decepticons."

Shockwave looked up sharply at him.

"Yes, Shockwave," Straxus continued, "My poor fellow Decepticons have been running amok on this little marble for some time. It's about time they received a steady hand. You have often proclaimed that Megatron's way was not the right way, am I correct? Well, I will most certainly lead the Decepticons back to their former glory once more."

Shockwave clearly didn't enjoy the idea. "Straxus, you have no capabilities as a former judge to-"

Before Shockwave could see it coming, Straxus grabbed his throat, knocking Red Alert from him and forced the leviathan onto his back. He drew out his scythe-like blade and positioned it to Shockwave's optic.

"Listen to me, and try to get it through that thick mainframe of yours," Straxus warned, "You don't work for that dead pile of scrap Megatron anymore, you work for me. I am the next in line and what I say, goes. Do you understand?"

Red Alert helplessly watched the Decepticons aim their weapons at her. She looked down at Shockwave, seeing a deep, hateful glare touch his optic.

"Yes..." he growled.

"Good." Straxus replied, retracting his weapon. "Now, take the lady with us. I have a surprise for you."

Red Alert winced when Shockwave took her back into his grip again. She had no idea where she was going but she could only hope for the best.

O

Straxus brought Shockwave to his cloaked ship that he had stationed far from the NEST base. He introduced Shockwave to suitable working quarters where he could have as much access as needed. Shockwave couldn't deny that it was quite a blessing to have his own workspace again. But he still didn't trust Straxus entirely. Perhaps he could use this to his advantage until Straxus gave him any real reason to doubt him.

"The Autobot will remain under your care," Straxus said, with a nasty smirk on his jagged face, "The Autobots will no doubt cause us trouble now that you have a little bit of leverage against them. That was bold thinking on your part, Shockwave."

Shockwave did not seek any kind of favor from him, so he simply acknowledged with a small nod. He led Red Alert into the working station where she cautiously observed her surroundings. Shockwave moved around the room, taking a quick look at everything before he looked at her.

"Sit." he ordered, gesturing with one finger.

Red Alert reluctantly took a spot on one of the smaller tables. It was better to obey as much as possible and not have to resort to being chased by his blade. Shockwave practically ignored her for a few moments before he spoke.

"If you want to live through this, you will obey me, do you understand?" he said.

Red Alert nodded, keeping herself as calm as possible.

Shockwave seemed satisfied and grunted slightly before he turned at the sound of Straxus entering the room. "Shockwave, I take it everything is to your liking?" he said. His optics landed on Red Alert. "And you have your own plaything among you as well. Ah, sometimes I think I spoil my soldiers."

Red Alert caught a deeply restrained look of annoyance on Shockwave's face.

"Well, the surprise doesn't end there, Shockwave," Straxus continued, with a broad grin, "Come and let me show you!"

The Decepticon assassin didn't particularly enjoy surprises, but so far, Straxus had proven credible. Perhaps he could indulge. He gestured for Red Alert to follow him and she reluctantly did. Straxus tilted his head curiously.

"The Autobot does not need to come with us, Shockwave," he told him.

"She is my prisoner," Shockwave said, his voice laced with a hint of warning, "She goes where I say she goes."

Straxus smirked down at Red Alert, who stared back defiantly. "Hm. Very well. It could be good for a laugh."

Red Alert furrowed her brow at the jeer as she followed the two Decepticons through the corridors. She received various cold stares from others watching them and raised her head, attempting to look as impassive as possible. A Decepticon feline that bore a resemblance to Ravage snapped at her feet with a deep, growling hiss and she jumped back with a sound of surprise, earning cruel, wicked laughter from those in the halls.

Straxus led them into a cargo chamber and Shockwave stopped dead in his spot. Red Alert never knew the assassin to be surprised by anything, but his optic narrowed and his mandibles spread slightly with a hiss of shock.

When she looked to see what he was staring at, her own optics widened in disbelief.

There was an enormous pile of Cybertronian scrap lying-barely able to fit-in the cargo hold of the ship. The designs and shape of the scrap took on a form that Red Alert was gravely too familiar with from Cybertron; a parasitic driller.

"How is it possible?" Shockwave wondered, approaching the creature.

He noticed several feeding tubes and wires connected to its body that led into the walls and ceilings. The body of the Driller seemed to breathe faintly. It was damaged beyond recognition, the shredding components of its mouth gushing fluids.

"We've managed to pull it out of the human research facilities," Straxus purred, "The beast is quite impressive. But even more that you've managed to control one of them. If you can make repairs, it will no doubt prove its usefulness once we breed it."

Shockwave looked at him. "That won't be possible if there isn't another."

Straxus' grin was possibly malicious. "And who said we didn't have another?"

O

A fierce scream pierced the air.

Shockwave and the others stood before a jet black Driller caged behind Energon bars, screaming and thrashing. Unlike Shockwave's pet, this one was smaller and had two larger feelers along the side of its gaping jaw.

"Where did you find another?" Shockwave asked.

"Cybertron, of course," Straxus told him. He looked at Lockdown. "Lockdown, if you will?"

The bounty hunter approached the cage and grabbed a shock prod. He shoved it into the Driller's side and it gave a bellowing scream of pain, shuddering violently before recoiling from the cage with a bitter, furious hiss. Lockdown chuckled with contempt and Red Alert cringed, watching the pitiful creature with sympathy in her gaze. While fascinating and dangerous all at once, these creatures did not deserve such abuse.

"Since the Autobot will be our guest," Straxus continued, "She will monitor this one. Manage its vitals and nourishment."

Red Alert looked startled. "What?" she exclaimed.

Straxus smiled unpleasantly. "Or if you'd rather, we could always feed you to him. He hasn't had a fresh Autobot in a VERY long time."

"He?"

"Yes, this parasite is a male. Shockwave's is female. You do the math, my dear."

Red Alert looked at the enormous creature in the cage.

What was she going to do?

O

The Driller observed Red dAlert with menace in its moves.

The Decepticons had left her alone to monitor the beast. She decided to perform their requests without question; as their prisoner, it was only for the best to cooperate and avoid any confrontations. But if she could somehow contact her comrades, maybe they could find this place and come rescue her. After looking around the room for a while, she attempted to COM Kup's channel, not seeing Straxus approaching as silent as air.

"Kup, can you hear me?" she whispered, "Kup, come in!"

The only thing that filtered through her line was static.

"A pity isn't it?" Straxus purred.

Red Alert whirled with a yelp and he seized her throat in one hand, lifting her off of her feet. Red Alert kicked and thrashed, struggling against his grip. He just smiled cruelly, his grin similar to that of a shark.

"My dear Autobot; your comrades won't be able to save you," he told her, "The ship cannot be traced because of the field inhibitor I have set up. So long as you're here, you can't be traced and no one can trace you. I guess Shockwave forgot to mention that, huh?" His optic ridges rose and his voice came out light and mocking next. "Surprise!"

Red Alert winced in agony, clutching at the arms that held her.

"You're quite a sneaky little female, but I like you, so I'm willing to cut you a break," Straxus sneered, "I know the ladies love their accessories, so I brought you a little something to bring out the color in your optics."

Red Alert gave a cry when he forced a peculiar collar around her neck, clasping it shut. A tiny beeping sound filled the air and Straxus dropped her to the floor. Red Alert tugged at the device uselessly before looking up at him for an explanation.

"Tight, isn't it?" he hissed, "Good. You see, this little toy was quite useful for the prisoners in Kaon. Whenever one of them attempted to escape the perimeter, the device will automatically trigger a nasty little surprise; it will disable your primary motor functions and prevent you from moving." He laughed wickedly. "Sometimes it helped quite immensely when I would prowl the streets seeking out my favorite little whores."

Red Alert's optics narrowed at the human expecitive he chose to use.

Straxs laughed. "Ah yes, humans have quite the array of vulgarities at their disposal. Some of them I rather enjoy."

Red Alert glowered furiously at him, but said nothing.

Straxus paced in front of her, smirking with contempt. "You do what you're told, you'll live through this," he told her, "But if you continue to be a problem, then I'm afraid that despite what Shockwave wants, I'm going to have to kill you, understand?"

Red Alert simply responded by spitting at him. Straxus arched his brows and avoided the spit before he grinned broadly, not affected by the rude gesture. "Ooh, spirited you are!" he hissed, "I'm going to enjoy breaking you!"

He laughed wickedly and turned, leaving her alone with the Driller.


	6. Walking on Razors

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status.

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Walking on Razors**

_Earth_

The Driller watched Red Alert, hissing behind its cage. She spent the night monitoring its vitals as she had been commanded to do and occasionally tugged at the collar around her neck with a frustrated groan.

"All this trouble for you?" she muttered, staring up at the animal.

The Driller growled at her and shifted on its body a little. Red Alert tilted her head at it, fascinated. "Can you understand me?"

It responded by flicking its head back and forth and growled, a metallic collection of sounds like razors being rubbed together. She frowned thoughtfully and observed the Driller's movements and suddenly had a crazy idea.

"Okay, big guy," she said, "I have something for you."

While Shockwave was working in the cargo hold with his Driller, he barely made out the sound of gentle, Cybertronian singing. He paused in his work and tilted his head back at the direction of the sound. His Driller reacted to the melody and shifted, raising its great head with a haunting groan. Shockwave growled quietly, muttering a Cybertronian command at his Driller and the beast immediately relaxed under the order, rumbling deeply.

He continued his work for a few moments before standing and walking down the corridors before he reached Red Alert. His optic widened in disbelief.

Red Alert was petting the black Driller with one hand and humming a gentle Cybertronian song to it. Its body swayed from side to side and it uttered distinct mechanical sounds similar to purring. Shockwave had NEVER seen one of the creatures act in such a way. He had spent so long training his own, and this female Autobot had merely sung it a song to calm it? It was ridiculous and somewhat frustrating.

"What did you do?" he demanded.

Red Alert looked up at him. "That song was something the people of my town on Cybertron used to sing to calm their younglings," she explained, "My mother sung it to me all the time. I thought it might work for these creatures as well."

Shockwave looked up at the Driller. "Perhaps this could be of some use," he said, "Issue it a command."

Red Alert looked surprised. "What?"

Shockwave stepped toward an enormous piece of scrap and seized it before stepping behind Red Alert. "Take this," he ordered; when she gripped the piece with him, he looked down at her, "When you speak, you have to sound as if you are its authority above all things. Treat it as if you are its God. When it wants the scrap, pull away at the precise moment and give it another command before rewarding it."

Red Alert faintly smiled, somewhat exhilarated by the thought. "Okay."

Shockwave looked up at the Driller watching them. "Now then, give it an order."

Red Alert looked at the Driller and whistled a Cybertronian command that Shockwave could make out as "lie down". Much to his amazement, the Driller followed her command and rolled itself onto the floor, watching the offering with hunger in its call. Shockwave couldn't believe what he was seeing, but this would definitely prove to be useful if he somehow managed to approach this correctly. If the Driller formed a bond with her as his own had with him, then that would make things interesting in the long run.

"Alright," Shockwave said, "Give it another command and then offer the treat."

She nodded and whistled another Cybertronian order that told the Driller to straighten up. It followed her orders and unraveled its giant body, stretching so that it was parallel to the floor. Red Alert smiled up at Shockwave for approval and he nodded his head as she tossed the offering into the cage to which the Driller immediately consumed.

"Good. Better than good." he replied, "I am impressed, Autobot. Not many of your kind have faced a Driller and lived to tell the tale. But you have managed to pacify one in just a single solar cycle. You are something more than I had originally thought."

Red Alert was so excited by this, she almost forgot where she was. She eagerly watched the Driller. "I don't believe this!" she exclaimed, "This is amazing! I've always been told they were mindless beasts, but-"

Shockwave shook his head with a displeased growl. "Calm yourself, Autobot..." Then, he looked down and noticed the collar around her neck and his optic narrowed before he glared at her. "Who put that on you?"

Red Alert looked down at the collar and frowned. "Straxus. He doesn't trust me."

"Of course he doesn't. You're an Autobot."

"And do you?"

"I trust enough considering what you've done for me. But that's all."

Red Alert frowned, but returned her attention to the Driller. "And how long am I going to be your prisoner?" she asked.

"As long as it takes." Shockwave replied.

Red Alert offered no rebuttal to that and simply accepted it. If she cooperated to the fullest extent, hopefully nothing would go wrong and she could return to her faction. She didn't want to cause any more trouble than need be.

O

Later that evening, Red Alert walked to the cargo hold to find Shockwave continuing his work on repairing his Driller. It seemed much more active. As soon as she stepped inside and started to talk, he responded before she did.

"I'm going to recharge soon," he told her, "You will take my room."

Red Alert looked surprised. "Pardon?"

Shockwave looked back at her. "I do not trust you out of my sight," he said, "Not simply for being an Autobot, but the others will most certainly attempt something...foolish if you were to be left alone on this ship. I'm sure you are fully aware of the unpleasant fact that Decepticons can be rather greedy when a shiny new...toy lies in front of them."

Red Alert felt a twinge of fear at the thought. "And why are you interested in preventing that?"

"Perhaps I see it as a way to repay you in kind for your services to me while I was a prisoner at the NEST facility," Shockwave snapped, seemingly making an effort into complimenting her, "So think nothing more of that."

Red Alert nodded slightly before he stood up and turned. "Come with me..." he ordered.

She followed him back to his quarters and watched cautiously at her surroundings. Various Decepticons hissed nastily and whispered despicable Cybertronian taunts at her to which she attempted to ignore. Shockwave simply did the same; he was not so easily swayed by petty taunts. Once they arrived in his quarters, he gestured to a corner of the room with a brief flick of his hand.

"You will recharge there," he told her, "And you will wake when I tell you to wake."

Red Alert nodded. The floor wasn't comfortable, but she didn't dare mention that after what Shockwave had been through at NEST. So she attempted to seek proper comfort while Shockwave took his berth. It wasn't long before he was in recharge and Red Alert soon followed. She didn't exactly have a very restful sleep because it wasn't long before she awoke in the middle of the night to low, unsettled snarling sounds.

Red Alert brightened her optics in the dark room and looked across to Shockwave who appeared to be having a recharge nightmare. His fingers clawed the edges of the berth and his mandibles were spread in a hiss of fury. Sounds emerged from his vocals that were a mix of hate and-dare she assume-even pain.

"Foolish...no..." Shockwave hissed, in his sleep, "I'll kill you...I'll tear you...no...I said, no..."

Red Alert attempted to ignore the sounds before she straightened up and cautiously approached the edge of Shockwave's berth. She watched his features slightly contort between anger, frustration and pain. Carefully, she reached out and touched his face, gently petting in a daring effort to comfort him. It must have had an effect because his movements stilled and his features slowly relaxed. The snarls stopped and were replaced with soft, rattling sighs. Red Alert faintly smiled before she returned to her spot in the corner.

Meanwhile, Topspin, Roadbuster and Leadfoot were making their way back to the NEST facility.

"What the hell happened here?" Leadfoot demanded, "We leave for a few days and you let the place go to the Pit?"

Optimus looked down at him. "We were attacked by rogue Decepticons, Leadfoot. Shockwave escaped with one of our own."

"Who?" Topspin asked.

"Red Alert!" Prowl responded, gathering some debris into his hands, "Shockwave took her!"

Leadfoot made a disgusted sound and spat to the side before surveying the damages done to the facility. "Primus, do we got to do everything around here?" he muttered, "You'd all fall apart if we weren't around to save your asses."

Perceptor was studying a computer monitor before he spoke. "I AM UNABLE TO PINPOINT FIELD MEDICAL OFFICER RED ALERT'S SIGNAL," he told them.

Kup looked horrified. "Is she dead?"

"NEGATIVE." Perceptor replied, "SHOCKWAVE WOULD KEEP RED ALERT AS LEVERAGE. IT WOULD NOT BE LOGICAL TO KILL HER OUTRIGHT. THE ONLY ALTERNATIVE WOULD BE TO ERASE THE IDENTIFICATION SIGNAL BY MEANS OF A FIELD INHIBITOR TO AVOID PINPOINTING HER LOCATION AND THE LOCATION OF HER DECEPTICON CAPTORS."

"So how do we find her?" Prowl snapped.

Kup took a step forward. "Those Decepticons couldn't have gotten too far," he said, "We'll figure something out."

"Let's hope that she's okay," Ratchet added, worry in his optics.

O

Red Alert awoke the following morning to Shockwave's optic leering down at her.

"Wake up," he ordered.

Red Alert stretched and stood up. She looked up at the Decepticon with a small smile. "Did you sleep well?"

He seemed taken aback by the question for a brief second. "Yes...?"

Red Alert nodded before changing the subject. "What do you want me to do today?" she asked.

Glad to have the conversation changed to a more appropriate note, Shockwave turned and started out of the room with Red Alert following. "Straxus has ordered you to monitor the other Driller, but your medical services could be put to better use with mine."

"Okay," Red Alert said.

She followed him to the cargo bay where his Driller waited and watched as he went to work gathering his tools. Red Alert looked up at the beast, to the silver jagged contours and shapes. She had never had the opportunity to study their behavior or breeding patterns. Maybe Shockwave knew more about them than she did. Then again, he was the only Cybertronian to successfully tame one of them. He knew more than anyone did.

"This Driller doesn't have the same feelers as the other," she observed.

"Your powers of observation continue to serve you well," Shockwave replied, bending over to retrieve a welding gun. He glanced sidelong at her and began to explain. "The feelers on the male are its reproductive organs. They inject transfluid that contains the male's genetic code into the gestation chamber of the female. When the male is prepared to copulate, the feelers are often used to court a female by performing a provocative display. For mating to happen, the female must find the male suitable."

Red Alert's optics widened slightly. Shockwave certainly had no problems with speaking of sexual habits. "Oh. I-I see."

"The Driller that Straxus had retrieved is quite an impressive specimen," Shockwave continued, "I have no doubt they will breed." He gestured to the tools at his feet. "Pick up that buffer and use it to clean out the creature's jaws."

Red Alert nodded and reluctantly picked up the tool. She rounded the entire length of the cargo hold to the gaping maw of the Driller. Once it saw her, it gave a bellowing shriek and Shockwave uttered a fierce command in Cybertronian, attempting to calm the creature. It must have worked because it stopped screaming and curled up bitterly onto the floor. Sensing another Autobot and being bred to kill them was obviously its primary goal above all things.

"Is it safe?" Red Alert questioned, warily watching the beast.

"It is now," Shockwave replied.

Red Alert gave him a disbelieving look before she went to work buffering out the fragments of rubble and debris in the Driller's teeth. She could feel it vibrating beneath her feet, tempted to crush the life out of her for certain. She attempted to ignore it and decided to ease the unbearable silence in the room by talking a bit.

"This is actually rather nice," she admitted, "It reminds me of the time I would help my spark father in his shop."

No response from Shockwave. Perhaps she felt the need to break the silence. It didn't really bother him.

"I did not picture a medic with such delicate hands to have experience in working with machinery," he finally said.

Red Alert laughed. "I was young and this was before I went to Protihex Medical Mechanical. Personally my father and I got along fairly well."

"And your mother?"

Red Alert's smile disappeared slightly. "Mother had her own share of problems. But everyone does."

Just then, the Driller lifted its head and gave a low, warbling call. This startled Shockwave and Red Alert; they backed away and could hear the sound of the other Driller in the ship answering with a peculiar warbling sound as well. Red Alert walked over to Shockwave's side to keep at a safe distance in case his pet decided to try and make a meal out of her again. The sounds reverberated throughout the ship and Straxus entered the cargo hold, grinning.

"Ah! I know that pleasant melody!" he said, "It seems to me that your pet is ready to mate!"

Shockwave shook his head. "Not possible given its damages."

Straxus smirked. "I don't believe she looks to be in any pain at all, do you?" he asked, gesturing to Shockwave's pet.

Shockwave looked up at the Driller, who continued to call for the other.

"No." he said.

"Then we will take them to a suitable location." Straxus said, with a smirk. "I know precisely where they will be more than capable of performing their mating ritual."

O

Red Alert grimly watched as the Earth disappeared from the view of the central control room.

Dirge hissed cruelly behind her. "You're a long way from home now, Autobot." he sneered.

"Dirge, keep quiet," Shockwave snapped, "Unless anything you say is relevant to the current task, I would only be grateful for your silence."

The blue jet looked somewhat annoyed by Shockwave's bluntness. He groaned and shrugged his shoulders. "Aww, come on, Shockwave!" he protested, "You know I'm just having a good time messing with the femme here."

"Be quiet or I will quiet you myself."

Dirge gave a frustrated growl, but remained silent. He was more concerned with the threat than anything else and grudgingly kept silent as the ship made its way for Mars. Once there, it landed on the surface and Decepticons poured out onto the red, dusty surface. Shockwave led his Driller out of the cargo hold and Red Alert reluctantly followed, "her Driller" behind her. Lockdown was also at her side, prodding at the creature.

"Would you please stop that?" she snapped, glaring back at him, "If you think it's helping anything, then you're-"

Lockdown scowled furiously and raised the prod at her. "You have a lot of mouth, Autobot!" he threatened.

Straxus cleared his throat warningly. "Calm yourself, Lockdown. The medic proves a point." He smirked at her and she looked away with a murmur of disgust. "After all, the creature seems to have taken to her. Perhaps it is best that SHE handle it."

Lockdown still looked mightily pissed, but made no further gesture. Instead, he nodded grimly and backed off while Shockwave and Red Alert led the Drillers further from the ship to prevent damages done in the process of their mating ritual. Red Alert looked up at Shockwave cautiously and he nodded his head.

"Lead your beast further out," he ordered, "Give it a chance to prove itself to mine."

Red Alert nodded and looked up at "her Driller". She whistled a command in Cybertronian and the Driller immediately launched itself forward. It moved several yards away from the female before turning and raising its head, displaying its feelers in a tantalizing way. They appeared to flicker with peculiar warmth that Red Alert had never seen before in a Cybertronian life form other than two bots about to interface.

Shockwave's Driller moved forward, seemingly entranced by the gesture. Shockwave gestured for Red Alert to remain as the two Drillers moved toward one another.

"Give them space," he ordered.

She nodded and watched the scene with intrigue. She was witnessing these magnificent creatures at their most vulnerable and most intimate. Never had any Autobot ever witnessed such a thing and lived to tell others. She was the first.

Red Alert's Driller circled Shockwave's, placing its feelers against the female's sides and mouth. Strange metallic purrs escaped the female and her entire body unraveled. But when the male attempted to slip the feelers beneath a spot below her gestation chamber, she shrieked and brushed her mouth against the male Driller's with a snarl. The male gave a screech of protest and recoiled back. Red Alert looked at Shockwave for some sort of explanation for the behavior and he glanced down at her.

"My pet is experiencing this for the first time," he told her, "Submission to another is not something it is used to other than myself."

He looked up at his Driller and whistled something in Cybertronian that surprised Red Alert. Words of comfort? She never believed that Shockwave could ever offer comfort of any kind to any form of life in the universe. It caused his Driller to growl back at him that led to a soft, metallic whine. The female eventually rolled about before encircling her body with the male Driller's. The creature offered chittering hisses and clicks before reaching beneath the female's body with its feelers.

Their bodies were intertwined, tendrils encircling and metallic cries piercing the air. Red Alert watched in stunned silence and glanced up at Shockwave. He wasn't moving, just observing the display in silence as well.

"Are these creatures monogomous or do they have multiple mates?" she questioned, after a while.

"They mate for life." Shockwave told her.

"And how long will it take to birth offspring?" she asked.

"If we consider Earth time, it would take merely a few months for the female to produce as much as twenty offspring," Shockwave replied.

Red Alert was quiet again before she spoke. "And what does Straxus want the young for?"

"I think you already know the answer to that."

Red Alert was quiet for the longest time, watching as the Driller's eventually separated their bodies.

"The humans have done nothing to deserve this war," she said, quietly, "Leave them out of it."

"They've become involved the day they attacked us," Shockwave snapped, glaring down at her, "So it has become our business. And the Autobots rightfully deserve retribution for what they have done to us."

"And what have _I_ done to _you_?" she asked, looking pained now.

Shockwave looked down at her and was silent, regarding her with that burning red optic. He had no answer.

O

The return to Earth was actually more of a blessing that Red Alert had ever thought; Shockwave had ordered that she receive proper nourishment since she had no refueled since her capture and that she receive a day's reprieve so that he could monitor his pet. He mentioned that he did not want her getting in the way of him for the remainder of the cycle. Red Alert was a bit confused by this, but decided not to question.

She wandered the halls of the ship and came face-to-face with a jet Decepticon that was all black and had one optic missing. He was covered in battle scars and had long, dangerous claws. She remembered hearing Straxus call him Wallow once when she arrived on the ship.

"Hello," she said, carefully, "I'm just walking. I don't want any trouble."

Wallow smirked, showing those long fangs. "Well perhaps trouble wants you."

Red Alert knew where this was going and took a few steps back. Wallow chuckled nastily and advanced toward her.

"I can't stand it that there's a female running around like she owns the place," he snarled, "And Shockwave gets you all to himself? It's just not fair." He snickered wickedly. "Well, that's okay. He's going to learn to share with others."

Meanwhile, in the cargo hold, Shockwave was monitoring the Driller's movements when he looked back, his single optic narrowing with a deep growl of menace to follow. He turned and disappeared from the hold, back toward his quarters.

What he found in the corridors was Wallow pinning Red Alert to the walls with his hands around her throat. One of his shoulders was cut and bleeding out Energon; he could only guess that Red Alert had attempted to fight him off. Such a pitiful creature Wallow was! He never knew when to use his logic circuits. When he saw those hands curling around what was rightfully his, Shockwave felt a furious bubbling in his Energon lines that he had never felt before.

"You fragging bitch!" Wallow screamed down at her, "I'll tear out your spark for that!"

Red Alert gritted her derma plating and struggled to pry the hands off of her throat. The wiring buckled and the collar around her neck coupled with the grip didn't help at all. Just as she thought it was over, Wallow was abruptly yanked from her with a loud shriek of fright in his Decepticon tongue. Red Alert gripped her throat, watching in shock and horror as Shockwave flung Wallow across the corridors like a useless toy.

"Was I not clear?" Shockwave hissed, his voice controlled, but absolutely cold, "Was I not comprehensible when I said that she was mine?"

Wallow whimpered helplessly as Shockwave grabbed his head with one hand. "Please don't kill me!" he begged, "I was-"

Shockwave's optic flared. "Let this serve as a reminder to the rest..."

Red Alert looked away as Shockwave crushed Wallow's head in one swift grip. He looked back at her, disposing the useless corpse aside. "And you..." he growled, still just as furious, "I told you to remain in my work station!"

Red Alert shook her head frantically and a little angrily. "What the slag am I supposed to do then?" she demanded, "Sit on my aft in a room all curled up with nothing to do?"

Shockwave gave a dull snort. "You and your Autobot comrades certainly had no problem giving me similar treatment," he said, with contempt, "Now that the roles have changed, you certainly don't seem as satisfied, do you?"

Red Alert's anger completely drained. She looked floored by that.

"I want you back in my quarters," Shockwave ordered, "If you leave again, I will cripple you. Am I clear?"

She nodded weakly. "Yes..."

Shockwave grabbed the Decepticon corpse at his feet and dragged it down the corridor with him. No doubt to feed his pet.


	7. The Aberrant Autobot

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status.

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**The Aberrant Autobot**

_Earth_

Red Alert awoke in the middle of the night to Shockwave's fierce snarls again. They terrified her because she was certain that he was going to tear his berth to ribbons given their ferocity. She rushed to his berth side and gave his massive shoulders a shake.

"Shockwave!" she exclaimed, "Wake up!"

Shockwave gave a fierce, buzz saw-like snarl and his optic brightened. He looked up at her and growled threateningly, straightening in the berth. It took a moment for him to regain his senses from his nightmare before he glared at her.

"What are you doing?" he snapped.

Red Alert shook her head anxiously. "You were having a nightmare!" she exclaimed, "I woke you because I was worried you were going to kill someone in your sleep!"

Shockwave tilted his head and his optic narrowed at her; it seemed that he was trying to figure her out or understand the reason behind her actions, but could not. He gave a frustrated snort and stood up, walking to the window of his quarters to stare out into the night.

"I admire your nerve, Autobot," he said, his voice suddenly calmer now-too calm considering what had just happened seconds ago, "Not many would dare come near me and attempt to wake me from a recharge nightmare." He was silent for a while and his voice changed, taking on a darker note that chilled her circuits and sent a shiver running down her back struts. "Let me ask you something, Autobot; what do you want?"

Red Alert looked surprised. "What?"

"What do you want?" Shockwave asked again. There was a pause, followed by a low scraping sound; he was dragging one of his jagged claws across the wall beside the window of his quarters. It was a painful, unsettling sound that made Red Alert cringe where she stood. There was something about his voice that made her Energon freeze; something that carried a deeply-restrained beast waiting to be unleashed.

"Go on. Tell me," Shockwave ordered, in that calm voice, "I won't be angry. What do you want?"

"I-I don't understand what you're asking," Red Alert stammered, sensing danger just around the corner.

"Hm. You don't know what I'm asking..." Shockwave repeated. He turned around and approached her before his optic burned with a fury that had no name. His mandibles spread with a fierce, gurgling hiss that sounded like he was choking on his own Energon. He suddenly seized her by her chest grill and shoved her into the wall.

Red Alert gave a frightened cry and grabbed at his arm. "Shockwave!" she cried, "What are you-?"

"It's a simple question!" he spat, his collected calm gone completely, "What do you want?" He paused for a nanoklick and snarled with obvious frustration. "Perhaps I'm not being clear enough! What do you want _from me_?"

Red Alert was terrified; she had never been on the receiving end of Shockwave's wrath and knew of him as a restrained, collected mech who did not fall prey to emotion as easily as other did. He was an assassin who took duty above his own mental will. But here he had changed all of that; he was now a furious, snarling beast waiting to tear her spark out. Considering what he was known for, it wouldn't surprise her if he did.

"I-I don't know why you're asking me this!" she shrieked.

Shockwave tossed her into the wall again. "Don't lie!" he spat, his optic wild, crazed and insane, "They brought you to me from the beginning to get into my head, didn't they? And now, I can't get you out and I can't function properly! Why? What have you done to me? That day you performed the surgery, you must have done something to my processor, didn't you?" He shoved her harder into the wall and brought his blazing optic close to hers. "WHAT DID YOU DO? SPEAK UP OR SO HELP ME, _I'LL KILL YOU RIGHT NOW_!"

Red Alert looked startled and completely terrified by his vehemence. Her optics widened in disbelief before she looked down at him. "Shockwave, listen to me..." she soothed, her voice shaking with terror, "I did nothing to you. What I did and chose was of my own volition. If this is because of what-" No, that wasn't a good idea to correct a delusional bot. She attempted another tactic and hoped it would work to save her life. "I swear to the Allspark that-"

"The Allspark is gone, so you swear to nothing!" Shockwave roared.

"I swear to Primus-"

Shockwave snarled. "_Swear to me!_" he spat, those mandibles flicking with lubricant.

Red Alert shivered in his grip in silence before she gently pressed her hands to his arm, feeling him tense at her touch. She decided to try something else; something risky, but hoping that it would work. "It must have been so terrible for you..." she said, softly, "To have been told every waking day of your life that you weren't good enough. By your own father. To have someone who you looked to as a teacher, a friend-who treated you like you were nothing."

Shockwave's optic narrowed. "You don't know a thing!" he spat.

"You're right, I don't," Red Alert said, tearfully now; her voice was still shaking in fright, "I can't imagine what it would be like to have someone who you wanted to care for you say those things. To treat you like an animal. To have every day of your life feel like you're life meant nothing. It's not fair. It wasn't fair to have you treated like that."

Shockwave looked confused by her tears. It was foolish for an Autobot to weep for something that she didn't know or understand. The confusion that he felt frustrated him completely; he wasn't used to being confused and hated it. What would it matter if she felt pity for something that had long transpired? It made no sense to him. Why did she feel sympathy for something that would never change, even if he absolutely wanted it to.

"And that was the secret to my survival, foolish female," he snarled, in a threat that might have been nowhere near as empty as before, "When you stop feeling pain completely, you can use it as much as you want."

Red Alert smiled, her fear slightly gone. "It's okay, Shockwave," she said, quietly, "Despite everything that's happened, I'm actually happy. I'm happy to have known the real you, to have spent time knowing you. I don't regret anything. I don't regret helping you or being there when you couldn't sleep. I don't regret any of it. I'm happy to have helped you. I don't know why, but I feel proud. Proud to have said I could do something to make your life a little better. And that's the truth."

The entire time she was talking, Shockwave's optic was glaring at her and he was silent. Slowly, with each word, his body was relaxing and his furious, near insane stare slowly diminishing, replaced with an empty, yet uncertain one. Eventually, he set her back down onto the floor and released his grip on her.

Red Alert pressed herself into the wall, still visibly shaken, but much calmer now that she had been put down. She watched Shockwave stare down at her silently, emptily before he sighed and relaxed his shoulders.

"What a waste..." he muttered, turning back to his berth.

Red Alert watched him cautiously before she took her spot in the corner again. Shockwave looked at her for a while, watching as she stared straight ahead, deep in thought. He growled quietly before he sat down at the edge of his berth.

"Shockwave?" she said, carefully.

A low, irritated grumble answered her.

"I know you may never believe me, but I was honest and true from the first moment I arrived to you," she said, "I can't convince you that I'm not out to trick you, but I guess that's not really difficult to understand why. I just want you to know that I would never-"

"Why then, Autobot?" Shockwave snapped, glaring at her, "Why are you so willing to put yourself on the slab for the likes of me?"

Red Alert shrugged her shoulders calmly, albeit a little weary. "Maybe I'm just tired. Tired of this war. Tired of the fighting and the loss," she said, softly, "Maybe I just want it all to end. I mean, what are we still fighting for?"

"Then why did you come to Earth?" Shockwave demanded.

She glared at him now. "I came because I was told the war was over and Megatron was dead!" she snapped. She softened then and her optics held a strange reverence to them this time. "And I found friends. While few in number, we've managed to come back together again. And I also found you. A Cybertronian who-despite everything-was still a living being who did not deserve the fate my comrades were putting on you."

"No one told you that you had to feel that way."

"You're right. I told you, I felt that way of my own choice. No one put the idea in my head."

"An idea is put there because of suggestion. Not because of demand."

"Maybe it wasn't this time. Primus, why do you have to be so obtuse when someone's being genuinely honest?"

Shockwave was getting bored with the conversation, so he leaned back in his berth and sighed heavily, exhaustion in his voice as he uttered a Decepticon curse. Red Alert watched him for a moment before she stood up and walked over to him.

"I know you better than you think, Shockwave," she said, quietly, "This war has become stagnated; you need to feel like you have a purpose because it's all you know. All you know is to kill and massacre. It's bred into your processor at a young age. Without a purpose, you feel that your existence is becoming meaningless and that is what frustrates you. I can understand. Sometimes I feel that way too. We all have to feel like we are needed."

Shockwave growled at her and shook his head. "Spare us your professional annotations, Autobot. They are irrelevant."

"Are they?" Red Alert asked, "If that was true, you certainly have a way of ignoring it."

"Contradict me one more time and it'll be the last thing you do," Shockwave threatened.

Red Alert tensed slightly before she frowned. "I think you contradict yourself."

He snarled at her, his optic narrowing and she recoiled slightly, uneasiness in her gaze. Shockwave didn't seem to desire wasting energy on her and decided to simply look away. Red Alert watched him for a moment before she sighed.

"I remember when I was young," she said, leaning against the berth with her back to him, "I was told that I had to hate Decepticons. That they were filthy, despicable beings. But that was the funny thing; I had never met one who did any harm to me at the moment. I remember looking at my father, so confused and I asked him, 'Father, why do we hate them'? He told me it was because they were evil and out to destroy the planet," She chuckled sadly, shaking her head. "The concept seemed ridiculous to me. Why would they destroy their own home? It made no sense. I remember my professor telling us that we had to be ready for war. I stood up before him and told him that the Decepticons were fighting because Autobots gave them nothing. That they took everything from them. The class hated me for that and some even considered me to be a traitor. Though I never understood why. I had merely stated the truth, what my spark felt. Was that so selfish?

All my life, I had wanted to help others, those less fortunate than me. I felt proud when a patient would look to me and thank me for taking care of them. Or when a sparkling would laugh when I made them laugh. Happiness was what I fed on. What I loved. To see someone happy that I had helped them. The best years of my life were spent in Iacon where I took in sick, wounded and tired bots, younglings and newborn sparklings. Each and every one of them received my complete and undivided attention; I could never turn away a soul in need. The war had not yet escalated out of control; it was pressed into Kaon, where I knew it would eventually come to us. But I had hope. I had a glimmer of hope that this would be over. That we could return to the way things were.

That never came. I remember how things became worse as the war raged out of control. I still never understood it, why they hated one another so much. I was forced to leave my job in the infirmary and prepped for war. Taking lives was something I was against. It stood against everything I had ever wanted, ever done. I had no desire for this war. But those who led us did." She laughed sadly. "Isn't that funny? When two leaders despise one another, they drag others into it? Those who have nothing to do with their hatred, their anger? Despite what they say, hate is an infection; it spreads without any of us knowing or realizing before the damage is already done. Doesn't it all seem like a waste to you?"

Shockwave was silent and she looked over her shoulder, noticing that he was staring up at the ceiling, optic unflinching. He seemed to be considering what she had said; taken in every single detail. But he showed no signs of reaction. Red Alert shook her head and stood up, feeling that it was not even worth the effort attempting to sway him under his condition. But another idea came to mind and she carefully straightened so that she looked at him completely.

"If you want, I can try something that may help you sleep," she offered.

Shockwave rumbled deeply, but seemed willing to take the chance. "Very well. What would you suggest then?"

Red Alert smiled. "Do you trust me?"

Shockwave hesitated for a long time. She had never given him a reason not to so far. After a moment, he nodded. "Yes..."

"Good. Now lean your head back." Red Alert said, moving so that she knelt over him from the top of his berth. When he did, he was able to look up at her. "Now, I want you to relax." She rested her fingers against the sides of his face and began a bizarre rubbing motion that made him tense. She looked down at him with a gentle, chastizing look. "Relax," she reminded him, "I know what I'm doing. I've been at this for a long time."

Shockwave reluctantly relaxed into her touch and felt peculiar, vibrating sensations that gradually worked their way through his head. He tensed for a moment before his joints nearly collapsed with exhaustion. Whatever the Autobot was doing, it was making him feel more relaxed than he'd-no, he'd _never _felt this relaxed before. A low, deep sound emerged from his vocals, a noise of protest against the soothing sensations. He wasn't supposed to be this calm. This relaxed and-

"Shockwave, _relax_," Red Alert told him, with an amused chuckle, "You're allowed to get a good recharge. Give yourself a chance."

He glared at her, which was somewhat funny given the way he was laying. But his optic fluttered and he shuddered, his angry growls dying down into soft, barely audible hisses. After a moment of fighting recharge, he eventually surrendered under the skills of her touch and slipped into sleep. Red Alert waved a hand in front of his face as she had before, noting no reaction and smiled with pride, moving to her place in the corner to sleep.

She felt happy.

O

Shockwave had overslept.

When he awoke the next morning, he had received a call from Straxus that he was recharging too late and that confused him. He'd never recharged this late before. When he sat up, he looked over at Red Alert's slumbering form and remembered precisely what had caused it. He wanted to confront her about what she had done, but realized that as he was getting out of his berth, he felt strangely refreshed and satisfied.

Shockwave stared down at himself in confusion, stunned that the Autobot's ridiculous tactic had worked. Now that he gave it some thought, no nightmares had plagued him either. He stared down at the sleeping Autobot in disbelief before moving to wake her.

"Autobot, wake up," he ordered, giving her a shake.

Red Alert awoke with a small gasp and met his stare. "Oh, hello. How did you sleep?"

"Fine. Now let's get to work," he told her, "Straxus claims that Autobot drones were seen in the area. They have not pinpointed the ship's location, but we will be moving in a few moments to be absolutely sure of that."

Red Alert looked startled. "What?" she gasped, "Who were they?"

Shockwave scowled at her. "It's no concern of yours," he snapped, "Now go."

Red Alert reluctantly followed Shockwave to the main control center of the ship where Straxus waited with the others while the ship roared to life. The Decepticon self-proclaimed leader looked at them with a long-suffering look. He shook his head.

"Shockwave, Wallow was not seen at the meeting," he said, "Would you know anything about that?"

"Wallow's dead." Shockwave answered flatly.

Straxus looked surprised before he smiled as if he knew what had caused Wallow's death. "Really? And was there a reason for his death?"

"He was a fool. He got was he deserved."

"That's not a reason to kill someone." Straxus remarked, amused and rather surprised all the same, "If I worked that way, everyone in my path would be dead. And then who would I have to run my ship so efficiently as they do?"

"He served his use and fed my creature," Shockwave snapped.

Red Alert felt optics fall onto her from almost every Decepticon in the room as if they suspected that there was more to Shockwave's actions than what he has said. She ignored them and watched as the ship took to the skies, unseen to the world below.

While the ship roared away, Sideswipe and Mirage could make out the sounds of its engines in the distance of its former position. Mirage scowled and rushed toward the direction of the noise before stopping in the location that the ship had once occupied. He bent down onto one knee joint and pressed his hand to the scorched earth. Sideswipe approached cautiously, looking around for signs of Decepticon activity.

"What is it?" he asked.

"They were here," Mirage said, standing, "They must have sensed we were getting close and rushed off."

Sideswipe nodded his head. "Good, then that means we can go after them."

Mirage frowned. "I have never known 'cons to simply run away," he pointed out, "They're hiding something from us. Something they don't want anyone to know about." He paused thoughtfully, tilting his head toward the sky. "What are they trying to hide from us?"

O

Red Alert couldn't believe what she heard.

"Excuse me?" she exclaimed.

Straxus chuckled and wave his hand, gesturing to the open bay doors. "Run. Go back to your Autobot comrades," he purred. He paused for dramatic emphasis and tilted his head with a mocking grin. "If you think you can."

Shockwave watched Red Alert stare at the endless jungle that awaited her. She would only have to get a few hundred miles away and she could contact them for pickup. That was all it would take. But what was Straxus doing? She knew their plan and their location.

"Go, Red Alert," Straxus purred, giving her a push. "Run!"

Red Alert looked helpless, but sprinted into the dense jungle. Shockwave watched her rush away, pushing through endless trees and foliage before he glanced at Straxus. "What are you doing, Straxus?" he snapped.

"Proving a point," the Decepticon replied, with a cold smirk.

"What point?"

"Oh, you'll see."

Red Alert struggled to push her way through the Earth jungle, struggling through dense vines and plants. She felt leaves tangle themselves through her grill before she broke through a clearing and dropped to her knees. Before she could stand, a massive, agonizing jolt surged through her systems and she gave a cry of pain, dropping to her knees again. She clawed at the offending collar around her neck, desperate to get it off, to be free. She cried out again in frustration before sensing a shadow loom over her. It was Straxus, smirking smugly.

"I thought you were stronger than this, Autobot!" he sneered, "I thought you wanted to go back to your Autobot comrades!"

Red Alert glared up at him, struggling against the painful shock. She could barely move any part of her body and it hurt to even try. Straxus shook his head with mock pity and stepped over her, grasping the back of her neck.

"I'm not convinced," he said, "You must not want to go back badly enough."

Red Alert groaned. "I want to go!"

"Hmm...not much conviction that time," Straxus murmured, releasing her roughly in the dirt, "Something's keeping you here. You could have deactivated that collar at any given time."

Red Alert looked stunned. "What?" she exclaimed.

Straxus laughed and shook his head. "Come now, medic," he purred, "It's a simple toy, practically a relic. It merely requires one with clever hands to disable its primary function; anything from a sharp device could malfunction it. Like so."

He proved his point by reaching between two holes in the collar and sliding his talons into it. It sparked before falling off of her neck with a dull clatter at her feet. She looked down at it in shock and picked it up, staring at Straxus with disbelief. He just smiled with contempt, his gaze pitiless and mocking. Something was wrong; this seemed too easy. Was it all a game from the beginning? Simply to toy with her?

"I don't understand," she said.

Straxus chuckled with amusement. "Of course you don't," he sneered, "But there is something that _I _understand too easily." He bent down in front of her and brought his jagged, cruel face close to hers. "You cannot leave here. Even if I pointed you in the direction; something's holding you to this place. You either enjoy suffering or you have something here that you desire. It doesn't take a smart bot to understand what that is."

Red Alert looked confused, but suddenly felt exposed. "What...?"

Straxus laughed gently, but it was filled with malicious intent. "Make your choice, medic," he purred, "Do you stay or will you leave the one who you have wrapped around your precious little finger?" He made a gesture to prove his point.

Red Alert felt sick. She looked over her shoulder, to freedom just miles away before she doubtfully looked up at Straxus. "What if I say no?"

Straxus stood up and sighed dramatically. "Shockwave's always been a problem as far as loyalty goes. He seems to confuse loyalty to the Decepticon cause and loyalty to authority. He does not recognize who the leader is. If that continues, then we could have ourselves a little problem."

Red Alert stood up and glared at him. "You can't do that!"

"Why? Why should you care what happens to your enemy?"

Red Alert suddenly looked embarrassed and began to fidget a little. "Well, I mean... I just-"

Straxus studied her in silence before he grinned and started laughing; she had just revealed to him everything and not even known it. "Oh, this is precious!" he cackled, "An Autobot has actually developed feelings of affection for a Decepticon!" He started laughing harder and covered his mouth with one hand to muffle it. It wasn't just amusing; it was downright atrocious. "That's priceless! After millions of years, I can still be surprised!"

Red Alert felt embarrassed, confused and angry. She didn't know what to feel right at this second except for humiliation.

"Come then, my dear," Straxus purred, "Let's go back to the ship and forget this ever happened."

Red Alert felt sick as she followed him.

Something told her he wasn't going to forget this happened.

Not at all.


	8. Maternal Destruction

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status. Also, **mamabot** gave me a few interesting ideas that might be of some interest to all of you! :D Thanks a lot, madam!

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Maternal Destruction**

_Earth_

A storm came.

Decepticons worked to dig out the disgusting globs of mud forming around the ship and clogging the engines. Red Alert worked her way through mud, struggling to dig out the engines with her hands. They had not given her any tools and simply wanted her to work with her bare servos just to spite her. That didn't bother her at all. Her mind was too focused on what Straxus had told her those several Earth days ago. Nothing really bothered her; not the countless verbal abuse, the cruel work they forced her to do or the threats of violence. She just couldn't keep her mind away from what Straxus was planning to do if she didn't obey. She had taken more than her share of pain and none of it mattered.

But Shockwave could handle his own. Right? It wasn't as if he was not capable of fighting anyone. Primus, he was built for war and murder.

Her mind wandered in places she did not want either. Why was she so concerned about Shockwave? Why did she act as if she was a little school femme around him? It was in her nature to be caring and considerate, but never to act like _this_. Maybe she had been alone for a long time and craved some kind of affection. But really. A Decepticon? And Shockwave? That was silly to think that he would just accept her. The thought made her circuits grow warmer and she attempted to rid herself of the inappropriate idea.

"Autobot..."

She whirled with a small grunt, sloshing around in mud to see Shockwave towering over her. He bent at her side and pushed a rock out of the way with one hand. Red Alert tensed when he came at her side and began to work with her.

"I got it," she said, with an edge to her voice, "There's no need to-"

"Contrary to belief, I prefer your company over Dirge's. So keep quiet unless you want to freeze your circuits out here." Shockwave muttered, "My hands can perform through dirt and grime a lot more than yours can."

Red Alert huffed and attempted to act nonchalant. Knowing what she knew was maddening.

Shockwave continued to dig in silence, focused on the disgusting wet dirt around him before he glanced to the side as he continued to work, watching Red Alert's seemingly frustrated expressions and movements. He clicked his mouth-parts slightly, intrigued by her sudden change in attitude. He hadn't noticed it before and had been too interested in his own work; this time it was a lot more obvious, even in the darkness.

"Speak your mind, Autobot," he said.

"There's nothing on it." Red Alert replied, continuing to work. "I'm just tired."

"It's a rather drastic and interesting change of attitude," Shockwave pointed out, "I think you're hiding something."

Red Alert sighed impatiently. "I'm not. I told you, I'm just tired."

Lightning ripped through the sky, casting an eerie glow on Shockwave's jagged face. He stopped digging before straightening in his spot and rising. Red Alert ignored his movements and continued to work; the sooner she finished, the sooner she could recharge. Hopefully sleep could get her to forget tonight. It hadn't worked the past several days and she could only pray that it would soon before she lost her mind and snapped.

"Shockwave, do you trust Straxus?" Red Alert asked, as she worked.

"No. Of course I don't."

Well, that was good. At least he was always ready for something to go down.

"Why?" Shockwave asked, suspiciously.

She had to keep her mouth shut and divert attention elsewhere. "It's just me," she said, "Something seems off about him. Maybe it's just a coincidence that I feel this way since he took my collar off, but I'm still a little uneasy about him."

Shockwave shook his head. "I have been considering that as well, but Straxus has not-"

"He's saving it up, I imagine." Red Alert snapped, struggling to stand and slipping in the mud slightly.

Shockwave grasped her wrist as she slid again, nearly falling in the rain and mud once more. She stared down at the wrist holding her; that dangerous, spiked hand that had killed thousands of Autobots before. _Thousands_. And yet, spared her. Something about Straxus' words rang true in her head; simple infatuation didn't come so easily with her. She was a smart female who often spent time knowing others before feeling things. But this seemed...different somehow. Strange and frightening, but interesting all the same.

"Shockwave, can I ask you something?" she asked.

"You will anyway." he replied.

"Why am I still alive?" she asked.

Shockwave's mouthparts moved slightly with a clicking growl. "You're alive because I say you are."

"And why do you say that?" Red Alert demanded, wanting answers, "Why do you let me live then if I'm just a stupid Autobot? I know what you do to my comrades. I have heard the stories and seen the extent of your abilities. You have killed countless commanders and generals, but you spare me; a simple medical officer. I couldn't have offered you much Autobot intelligence given I had arrived on Earth not too long ago. You spared me time and time again. Why is that?"

Shockwave was silent, glaring at her now. He released his grip on her arm and she nearly fell again. "What are you assuming, you irritating glitch?" he snapped, "You were there and I made a decision. I had to if it meant escape."

"You could have killed me afterwards."

"Where is this foolishness coming from?" Shockwave snapped, "Are you asking me that you want to die?"

Red Alert shrugged coldly, testing him. "Maybe I do."

Shockwave quickly retracted his wrist sword and held it up to her neck. Red Alert stared warily down at it. She hadn't counted on Shockwave's quick response. When she looked up at him, his single, red optic was flaring, a storm of various emotions that held no name.

"Do it then," she challenged, "You win. I surrender. Kill me."

Shockwave's mandibles spread. "You're mad."

"Maybe. Maybe not. What's stopping you then? Fear?"

Shockwave's voice became poison. "How dare you assume that I'm afraid of you."

"No. But you're afraid of something, I can see it in your gaze," Red Alert continued, keeping her chin high; she took the blade and brought the tip to the spot where her spark rested, "Go ahead then. Logic can tell you that I can't serve any greater use to you anymore. I'm an Autobot. You don't have patience for the likes of us, remember? Go ahead and end it. Or are you afraid that I'll-"

Shockwave backhanded her. It wasn't the hardest, but enough that he meant business. She was sent falling into the mud before looking up at him in a daze. In a flash, she dove at him with a shriek and slammed into his midsection. It hurt to run into his solid, hard body, but the mud ensured that she could knock him off of his feet with ease. He fell onto his back with a furious grunt and splashed mud everywhere.

"Do you hate me, Shockwave?" Red Alert demanded, as they rolled in the water and mud, attempting to dominate one another, "Or do you hate me because I give you something you're not used to!"

Shockwave snarled and grabbed her arm. "I despise you, Autobot!"

"Really? Then why is it so hard for you to kill me?" Red Alert shouted, over the roar of thunder.

"Stop it!" Shockwave spat.

He rolled over in the mud so that he was on top of her-and she still fought him-and pressed his sword to her throat. Red Alert glared up at him, her chest heaving with deep cycles of air and he glared back, his own chest equally swelling with deep intakes.

"What are you so afraid of?" Red Alert demanded, "Tell me!"

"That's none of your concern!"

"Admit it! If you can't even admit it to a _lowly_ Autobot, then what does that prove?"

Shockwave snarled, that same buzz-saw sound he made before. Red Alert's anger melted away and she looked genuinely sad, unable to keep up with the ruse any longer. Shockwave looked momentarily thrown by her reaction, but only for a moment.

"Can't you look around and see that this is just stupid anymore?" she asked, her voice expressing her agony, "It's pointless. The war destroyed Cybertron. It'll destroy the chance we have at a new home. Can you honest to your spark say you want to continue this tiring fighting until you cease to function?"

Shockwave snarled at her and pressed the blade deeper beneath her chin. She winced and stared straight ahead, waiting for her demise.

"I'm tired, Shockwave," she said, quietly; she shut her optics, "Tired of hate...of death...of war. Just end it."

He watched her in disbelief for the longest time before removing his blade from her chin. She could hear the click of it sliding back into his wrist and looked up, confused by the gesture. He climbed off of her and pulled her to her feet, muttering a Decepticon curse. For the moment, they stared at each other before Red Alert suddenly started laughing. Shockwave gave a snort and glared at her, wondering what was so amusing all of a sudden. Primus, she was insane.

"What are you laughing at?" he demanded.

"Look at us!" she exclaimed, gesturing to their mud-covered bodies, "We look ridiculous!"

Shockwave looked down at the mud covering his body before growling softly. "Now see what your ridiculous behavior causes?" he snapped.

"My ridiculous behavior?" Red Alert joked, leaning against the side of the ship, "I think we're often to blame for an equal distribution of it."

Shockwave made a disapproving sound and sloshed through the mud, standing in the rain to let it wash off of his body. Red Alert did the same and they simply stared up at the dark, jagged sky. The sounds of Decepticons moving back into the ship did nothing to relinquish responses from either one of them. After a moment, Shockwave felt optics on him and glanced down, noticing that she was staring at him in a peculiar manner. A look of deep reverence or...something else.

"Autobot..." he began, "You-"

"Hush." she said, quietly. "Don't ruin it."

Ruin what?

Shockwave stared at her, his optic flickering a few times as he searched her face for something. He was painfully aware of the sudden warmth that her body gave off and realized what was going on. His mind sent warning alarms through his body, but his natural instincts threatened to take control. Red Alert seemed to attempt to ignore her own biological reactions and simply turned, clearing her throat. Her voice came out lower than usual.

"I should get inside and check on Grindor," she told him.

Shockwave snapped out of his haze and looked at her quizzically. "Who?" he asked.

Red Alert turned her head back at him, smiling awkwardly. "I, uh, named the Driller." she said. "I figured I had to call him something."

"You name it and you'll start getting attached."

"What's wrong with getting attached to someone?" she asked, gently, "You care for your pet, don't you?"

Shockwave shook his head, feeling his chest slightly swell for reasons he did not know. "That's different. The emotional levels are not the same."

Red Alert laughed and shrugged her shoulders, turning to go. "You're caring. That's the point."

She sensed him move too quickly for her to retaliate and looked up. She gave a small, shocked sound when he moved her against the ship and held her there with one hand against her neck. Red Alert thought that he was going to abuse her again, but he didn't. He simply held his hand against her throat, pinning her to the wall of the ship in a way that wasn't hard, but firm enough that he meant business. When she looked up, his optic was darker now, but the "iris" swirled slightly with bright fire.

"Shockwave?" she gasped.

He leaned forward with a low, surprisingly _attractive _sound, bringing that dangerous face close to hers so that his mouth-parts were merely inches from her lips before he pulled his head away and ghosted them over the wiring of her neck. He felt her body shudder beneath him and a surprised squeak filling his audio receptors. Those mouth-parts danced across her shoulders and neck, exploring and tasting with the grace of a bizarre insect.

Red Alert reached up with one of her hands and pressed it against his abdomen to push him off, but she paused as she gently felt the dampened solid plates, the rippling protoform beneath and it became too much to bear anymore. Shockwave took her hand from him and placed it over her head, holding it there. She gasped quietly and he growled deeply against her, his chest vibrating from the action. His hand fell away from her throat once he was positive that she would not resist him again and encircled her waist, trapping her harshly against his chest and the wall behind her. She thrust her body into his, wrapping her arms around his dampened back and trying to hold on.

He snarled at her and shoved her into the wall, his mouthparts pressed roughly onto her delicate wiring. Red Alert moaned, arching against him and her fingers kneaded the joints of his shoulders.

There was no tension or fear of him in her touches. That intrigued him completely. Most females shied away from any kind of touch he offered when he was younger and naive. But Red Alert was responding in a way that almost confused him. Did she truly want him physically and emotionally? Or was she simply lusting for a strong male in the way that his own Driller hungered for hers. Was it truly real?

"Shockwave! Autobot!"

The sound of Lockdown's shout snapped them out of their passionate haze and when he approached them from around the ship, he had just missed the two ensnared in one another; they were resuming their work of digging the ship out.

"Get back inside the ship!" Lockdown ordered, "The storm's going to let up soon. Straxus wants every head in recharge."

Shockwave nodded; he was able to go from passionate to cold so fast, but Red Alert was still buzzing.

O

Grindor's body shuddered, obviously agitated by being separated from his mate. Red Alert watched the Driller with sympathy.

"You want to be with her, don't you?" she said. She reached up to touch the Driller's flank. "I know. I know how you feel to be separated and confused. I guess you and I are more kindred spirits than we thought."

Grindor moved against her touches from behind the cage and Red Alert shook her head. "I'll see what I can do," she told him, "You'll be with her soon, I promise."

She left the room and walked down the corridors to find Straxus. And she found him talking with Shockwave. She could sense Shockwave's agitation to the self-proclaimed lord.

"Your decisions were foolish from the beginning!" Shockwave snapped, "I warned you of her condition, but you did not listen!"

Straxus chuckled and shook his head. "If she dies, we could always cut the young out of her. You and I both know they can survive outside of their mother's gestation chamber after a few weeks." He sighed dramatically. "Oh, they grow fast, don't they?"

Shockwave snarled at him. "I will not allow my magnificent beast to perish for your decisions!"

"Then why not summon your other magnificent beast?" Straxus mocked, "The Autobot medic?" He glanced over and noticed that she was coming. "Ahh, speak of the devil! We were just talking about you, Autobot."

Red Alert calmly looked up at both of them. "I'm not one of your little lackeys you can simply throw around for your pleasure, Straxus," she said.

"Oh!" Straxus laughed, "That sort of honor is reserved for Shockwave, isn't it?"

Red Alert tensed slightly before she pricked her chin up with defiance. She could see Shockwave's optic leering down at her. "I know you believe that there is something happening between us, Straxus, but I can assure you, you're just as delusional as they say you are." She watched the smile fade from Straxus' face and he started to look angry. A smirk touched her lips and she continued with the taunts. "In fact, there is one thing we mutually can agree on; Shockwave and I. You're not the great lord you think you are."

Straxus' optics narrowed. "What do you mean by that?" he hissed.

"What I mean, 'Lord Straxus' is that Shockwave could be a better leader than you!" Red Alert snapped, gesturing back at Shockwave with a sweep of her hand, "Primus, even Dirge or Lockdown have a chance in the running!"

Straxus glared at her murderously. "Tread cautiously, female," he warned, "I have torn many females apart for less words."

Red Alert arched her brows mockingly. "Really? I think you would be used to simple words by now."

Straxus snarled furiously and grabbed her throat, shoving her into the wall. Red Alert's optics flared with anger and Shockwave tensed behind them, moving forward to yank Straxus from her with one hand. The enraged lord glared up at him.

"Unhand me!" he demanded.

A bellowing, fierce roar echoed throughout the ship from Grindor and they looked back down the corridors. Shockwave glanced down at Straxus and released him. "I would suggest that _you _tread cautiously, Straxus," he warned, "Her pet will go at any lengths to protect her. She is its master and like any pet, it will bite the hand that dares lay harm. And perhaps more. If you want, I could show you Wallow's remains to prove that."

Straxus growled fiercely and straightened before he cleared his throat and resumed a professional appearance once more. He looked down at Red Alert with a smirk of contempt. "Enjoy this while you can," he said, "It won't last long, I can promise you that."

Red Alert watched him go and she looked warily up at Shockwave. "Thank you."

Shockwave said nothing on that matter and entered the cargo hold. "I need your medical expertise," he said.

Red Alert entered with him and her optics widened in horror at what she saw. "Oh Primus..."

Shockwave's Driller was lying in a pool of fluids, her chest heaving in and out in painful, gurgling sounds. Red Alert approached the weak creature and it gave her a deep, rattling shriek of warning to which she looked at Shockwave.

"Tell her I mean no harm!" she insisted.

Shockwave hissed and clicked in Cybertronian and his Driller relaxed with a weak sound. Red Alert walked up to where her gestation chamber was located; the metal was buckled and swollen, gushing red fluids everywhere. She leaned her head against it to listen and Shockwave watched as a worried look crossed her features. She straightened and pressed her hands to the chamber, feeling for some form of life as he could tell.

Red Alert suddenly looked at him. "Shockwave, does this ship have any raw Energon?"

Shockwave glanced around the room. "Not that I am aware of. What about oil?"

"No. That isn't nutritious enough," Red Alert insisted, "I need Energon!"

Shockwave nodded his head and began to search the cargo hold. While he searched, he noticed that Red Alert was attempting to feel the gestation chamber and a haunted look crossed her face. He immediately rushed to her side.

"What's wrong?" he asked.

"I can't feel any movement," she said, worried, "Her young...I can't feel..."

Shockwave's optic flickered with a peculiar warmth that she never thought possible to see in him.

"Okay, go to her," Red Alert instructed, "Put your hands on her face so she can see you."

Shockwave did as she instructed and walked to the Driller's gaping maw, resting his hands on her face. Red Alert smiled sadly and nodded her approval. She looked around the room and gathered some tools close.

"Keep your hands on her face," she told him, "Keep her calm."

Shockwave nodded once and listened to the frantic sounds of Red Alert dropping tools in her haste. "She's losing too much fluids," the medic breathed, "I don't think I can save her in time without a proper transfusion!"

Shockwave seemed to understand the severity of the situation and nodded his head. "That's fine..."

Red Alert looked at him in disbelief. "What?"

"Let my pet have the grace to die with dignity," Shockwave told her.

"But-"

"It's fine. My pet should never have been taken by Straxus. Should never have been alive to begin with. The only thing to do would be to let it die by my hand alone."

Red Alert stepped back with pain on her features. She looked up at Shockwave sympathetically. "I'm sorry..."

Shockwave gave her a small nod before he approached the life support systems and grabbed the wires. With a fierce grunt, he yanked them out of the Driller's body. An effervescent sound filled the air from the dislodged tubes and the Driller's body shuddered, giving out a weak, final hiss before going still. Red Alert watched the scene in horror and approached the creature. Shockwave watched as she studied it for a while before looking back at him with pain.

"Is it done?" he asked, quietly.

She nodded her head. "Yes."

Behind them, they could hear the pained roar of her Driller. Red Alert began to comprehend everything.

"He knew..." she gasped, horror-stricken. "Primus, he knew she was going to die."

"Yes..."

Red Alert made a sorrowful sound. "Oh Primus..."

Shockwave shook his head and looked at the corpse of his fallen pet. "There will be no suffering any longer," he said, his voice resigned and empty, "Let her rest in silence away from Straxus' greed and arrogance."

She looked up at him. "Would you like me to say anything?" she asked.

"No words need to be said," Shockwave replied, "I will have her corpse disposed of properly in the oceans tomorrow morning."

Red Alert nodded. "Okay..."

"Now. I only want to recharge," Shockwave told her, "You should as well."

The two left the cargo hold and returned to his quarters. Red Alert took her spot in the corner and Shockwave climbed into his berth. For a moment, he watched her lay there in silence, her optics filled with despair.

"Red Alert..." he said, surprising her by using her name for once, "Come here."

She looked up at him and approached his berth side. He took her wrist and she dropped to her knees at the edge of the berth.

"Speak," he ordered, quietly.

Red Alert looked up at him and her optics filled with lubricant. "I'm sorry," she whispered, her vocals straining; she attempted to keep herself from losing the battle within and not cry in front of him, "I'm so sorry for everything."

Shockwave tilted his head, confused by her pain. "Why are you crying?"

She shook her head with a small groan. "It's just never going to end. All of this death. And once again, I couldn't stop it," she moaned, "I couldn't save your pet just like I couldn't..." She cut herself off and grew silent, trying with every bit of herself to keep from breaking down.

Shockwave clicked his mandibles. "Tell me then, what is really on your mind."

"Real?" Red Alert whispered, "I don't want anything to be real anymore. I just want things to be the way they were. When everything made sense and I had my family and friends together again. That isn't going to happen and it's my fault."

Shockwave was confused. "What's your fault?" he asked, "What are you talking about?"

Red Alert lifted her head and cleared her intakes, struggling to calm herself. "My mother. I just..." she began. She groaned and shook her head. "You're not really interested in hearing about my life. So there's no need to talk about it."

Shockwave made a sound. "Your thoughts reflect who you are on the outside. So whether or not I care doesn't matter. You'll show it regardless and others will be unfortunate victims of your despairs. So discussing it is logical."

"I don't want to..."

Shockwave made a low rumble and slid his hand beneath her waist, pulling her into the berth with him. She made a startled sound and looked at him with wide optics. Shockwave did not speak, but pulled her close to his chest. The action brought a strange tingling sensation through his legs, but he ignored it when he felt her body warm again in response to his touch. It was strange how an Autobot would become aroused by his presence.

"Shockwave..." she whispered, the sorrow gone and now only awe remained. She pushed his chest a bit to look at him better.

He stared at her for the longest time, silent before speaking. "I do not believe in fate, but it seems that it has a rather amusing way of proving its existence," he said, softly, "To encounter one like you and feel compelled to have you."

Red Alert's body warmed at his words and her spark felt as if it were twisting. "Shockwave..." she said, her voice lower and pained, "I know that I'm not worthy of you, but I just can't help feeling what I feel. I know it's wrong, I know there could be consequences in the future..." She paused, watching his silent, impassive face. "Sometimes it feels like I'm trying to grasp a star-inside, you know you'll never reach it, but you just can't help but continue to try."

Shockwave leaned forward and his voice was softer, surprised. "Do you really mean that, Red Alert?" he asked.

"Yes."

He looked at her with his optic swimming like fire. "Very well..."

And with that, he pulled her to his chest again.


	9. Flames of the Past

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status. Also, **mamabot** gave me a few interesting ideas that might be of some interest to all of you! :D Thanks a lot, madam! On another note; this chapter was a lot more difficult to do than I originally believed... 0_o

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Flames of the Past**

_Earth_

Shockwave felt strange for his actions. The shame was visible in his gaze as he held her.

"I won't let anyone else near you." He sighed and growled impatiently. "For once in my life, I cannot explain this. Logic has no answer for what I feel about you, irritating female besides the fact that your presence haunts my processor. I just know that I don't want you anywhere else but with me." He scoffed and looked away, still ashamed of himself. "It makes no sense. For so many cycles, I have had no one. Now you come along and change everything."

Red Alert looked surprised before a small smile lit her face. She turned so that she completely faced him. "I know. It doesn't make sense for me either," she admitted, rubbing his shoulder gently with one hand, "But I think that's why I trust it."

Shockwave frowned at her-or he did a good job of it. "And you're not afraid?"

"Admittedly, a little," she confessed, "But I think that's because you almost tore my head off a while ago."

Shockwave actually looked somewhat resigned. "Yes. When you dream of the thing haunting you and waking to it, you would most certainly be aggressive as well."

She looked amused and surprised. "You were dreaming about me?"

"...Yes."

He expected her to be disgusted by the confession, but she actually looked flattered by it. "Well, I'm not normally in the dreams of other mechs," she remarked, "That's rather flattering, especially coming from you."

"You're the flatterer, it seems."

Red Alert laughed gently and then, the laugh and smile disappeared from her face when she felt that same strange warmth from before filling the atmosphere between them. Shockwave seemed to feel the exact same thing because his mandibles stopped moving completely. She felt him tug at her wrist and answered the silent command, moving close so that he could reach up and touch her cheek with one, dangerous claw.

"Red Alert," he growled, in a slightly softer voice; he spoke with a natural gravelly pitch, but this sounded much more attractive and hungry than usual. He straightened so that he sat up in the berth, "Come here."

She obeyed and let herself be pulled close. He took her jaw in one powerful hand and leaned forward, his mouth-parts drawing closest to her audio receptor and whispering to her. It was strange to hear, especially since he was adept at rough and powerful.

"Will you feel the same about me when this escalates?" he asked.

Red Alert gasped and shivered, placing her hands on his broad shoulders. "Yes..."

"Will you hate me?"

She couldn't resist a smile. "No."

"Interesting," he whispered, moving his head back, trailing a passing, intimate nudge to her lower lip with his mandibles.

Red Alert frowned, her optics darkened with hunger. "What?" she asked.

"You are interesting indeed," Shockwave said, tracing her lower lip once more. "Not like the other Autobots."

Red Alert bit her lower mouth-plate and gave him a look. "Are you going to tell me how illogical this feels, then?"

Shockwave shook his head and hissed, grabbing her chin with a little more force. "Logic has no claim over me tonight." he said, "I don't know if I have truly gone insane from these wretched voices or be it lack of proper recharge. But as of now, I do not question anything."

He leaned forward and performed the same strange kiss on her cheek, but Red Alert quickly moved her head so that she could place her lips against his complex mouth. He made a sound and cupped her face with both hands this time, kissing her as best as he could. When he did, it felt unfamiliar and foreign in comparison to what she was used to. She found that this new technique intrigued her; his powerful kiss was startling and oddly arousing. The nibbling sensations of his mandibles sent waves of heat to her entire body and made her arch against him.

It felt good.

Her knee slid in between his legs and he quickly parted, looking at her with a gaze that smoldered every circuit in her body. She slowly slid her hands along the strong ribs of his chest and soon, she learned that she couldn't keep her hands from him. She knew this was wrong, she knew that she shouldn't have been doing this with him. She knew that this would end terribly on her part in some small way, but right now, she didn't care. All that mattered was the here and now and the unknown reason as to why she needed him physically in such a way to begin with. It was exciting in some small, insignificant way.

Those thoughts tunneled as soon as she felt a strong hand cup her aft and pull her firmly into his lap; a gesture far more possessive than she expected. She immediately held his shoulders to keep herself balanced.

"Wrap your legs around my waist," he ordered.

_Primus_, how could he keep himself so calm in this situation?

She circled her legs around his waist and it brought their pelvic plating together in an aching way. Her hands slowly reached between them and began to explore his chest again. Shockwave was silent, but watched her intently as her fingers began to tickle into the dips and openings of his "ribs". He encouraged her by leaning forward a bit and holding her hip with one hand. Red Alert smiled and teased the delicate protoform beneath.

Shockwave hissed at her, his chest swelling with a deep cycle of breath. For one normally so quiet, it made her feel flattered. The hand on her hip kneading slightly, vaguely offering encouragement from what she could tell. She continued to stroke and touch sensitive wiring, hoping to draw more responses from him but stopped briefly. Shockwave growled his displeasure at the cease of sensations and she chuckled gently, resuming her caress.

When Red Alert lifted her head, she noticed that his features were rigid in an emotion that she could not understand. She knotted her brow and moved closer to his face, gently pressing her mouth against his mandibles, feeling them twitch beneath her kiss. His motions seemed tense, restrained as if he could not let himself lose control.

His hand departed from her hip and gripped the back of her neck, pulling her closer to his chest. Primus, for someone who didn't have a mouth as far as she did, he certainly knew what to do with it. Yet even while he kissed her, there was still tension that couldn't be hidden.

Red Alert looked down at him. "Relax..." she said, gently, "There's no shame in feeling."

Shockwave made a soft sound that he attempted to repress. "And if-"

She knew what he was going to say and seemed far more understanding than he would have ever thought possible. Her blue optics were bright with desire. Not fear. Not disgust or shame. Just desire. For _him_. "If you want no one to know of this, I will say nothing," she promised, placing gentle, biting kisses across his collar plates, "I just want to share this night with _you_. No one else has to know, I promise. Only we will and that is what matters to me. You have my word."

Shockwave's intakes hitched when she reached into his chest ribs and touched a particularly sensitive bundle of wires. "You're a strange Autobot..." he said.

"Yes, I know I am. Now stop talking and just feel," she replied, her voice trilling with mild amusement to his observation.

Shockwave's hands began to explore her, spiked digits tracing through her legs, hips and chest grill. When he reached that particular spot, she jolted with a quick gasp of pleasure, digging her hands into his shoulders. He tilted his head with fascination before returning to that spot, watching her features change from pleased to tormented as he teased the sensitive spot over and over relentlessly in a malicious parody of what was to come. She bucked helplessly against him, pleading desperately for release.

"Please!" she gasped, "I'm going to scream."

"Not yet you're not," Shockwave hissed, "And the others are near. So I suggest you hold it in."

Red Alert looked dazed and shocked before she glared at him, pent up energy roaring through her frame. He tilted his head at her reaction and she could swear she caught a devilish look in that optic. She leaned forward and bit down on his neck cables, drawing a sharp hiss from him. She felt the vibrations of it in her own chest and could hear a click of his interface port opening before glancing down at the spot between them. Red Alert moaned at the sight of his rather impressive spike.

"Shockwave, please..." she pleaded, when he continued his assault on her chest, "I can't take it."

Shockwave never would have thought the effects of teasing the Autobot would be so satisfying. The restraint and logic he had disappeared and he finally removed his hands from her chest and reached between them to nudge her own interface panel open. It folded back without hesitation and he straightened his hips a bit, looking up at her with a storm in his gaze. Red Alert stared back at him pleadingly, her optics bright and alive with hunger.

"I'm going to take you unless you say no now," he warned.

Red Alert shook her head and maneuvered her hips, bringing herself down upon his spike in one swift motion. He made a primal, guttural sound and she gasped against his neck. He was larger than what she had experienced in the past and practically stretched her to the brink, but _Primus_, it was so good.

She lifted her head, letting herself grow accustomed to him and spoke perfectly calm. "Now do you believe I chose you of my own accord?" she asked.

Shockwave's entire body grew tense and his words came out in a low, deep growl. His optic was alive with pleasure, even though his voice did very little to express it at the moment. "Yes, I believe you. Now move before we BOTH go mad."

Red Alert smiled seductively and shifted her hips back and forth; it sent pleasing tingles through her port and made his hands dig into her hips. Those mandibles flared and he snarled at her. She laughed gently and did it again. Shockwave arched his hips and his vocals punctuated a simple Decepticon curse and slowly moved his hips to meet her movements. She gave a pleased, erotic cry to urge him on, murmuring in snippets of Cybertronian.

Initially, it did hurt at first, but after a few moments of awkward movements, he began drilling the perfect spot with each thrust. She gave a cry and attempted to cover her mouth with one hand to stifle it. Shockwave snarled and moved her hand away, seizing her mouth with his to muffle her ecstatic cries that burst from her. He dipped his head slightly to the left of her face and dragged those mandibles across her cheek before whispering in her audio receptor.

"Mine..." he hissed, possessively.

She nodded, gasping with each movement of his hips. "Yours..."

"Only mine..."

"Yes, only yours..." she moaned, against his cheek, "Only-Oh Primus, so good!"

Shockwave gripped her chest and gave a soft, bizarre sound that reminded her of the Driller's call. "You will want no other," he whispered hoarsely, as if he was marking those words into her processor, "I will make you weak with hunger for me alone."

Red Alert was too far gone in the sensations of being taken by him that she could only utter a static-laced mewl in response. The feelings became so overpowering, that she barely noticed her own chest plates parting at his touch, folding back to reveal the glowing pulse of her spark. It was as if her body responded to those words, accepting him as a worthy mate.

Shockwave stopped moving to stare at the glowing thing offered to him. Here was an Autobot who willingly bared herself to him without shame or regret. He glanced up at her and hissed softly, grinding his hips briefly to snap her out of her sexual haze.

"Is this what you want?" he asked.

"Yes..."

"You have no regrets?"

"No..."

"My insanity will surely ruin you." Shockwave hissed, reaching up with one claw to touch her. "To bond with me. It would tear your spark to pieces."

Red Alert seemed to consider this for a few seconds, but her hesitation disappeared as quickly as it had come. "My spark...calls for you. Don't you hear it?" she panted, rubbing his chest in a tantalizing way.

It made Shockwave think and yes, he could actually feel her spark pulsating wildly, tendrils of light seemingly attempting to reach for him. Was she simply aching for him in a fit of desperation? Perhaps it would actually benefit in the long run to have her as his. Was it all simply-

His thoughts derailed when she leaned forward and bit down on his chest. It caused a sharp, hurried sound to burst from his vocals and his own chest armor folded back, the ribs sliding to the sides of his chest, revealing the glowing bright spark. Red Alert was fascinated by the sight of it, reaching in to lightly stroke the casing. Shockwave actually gasped softly, his mandibles clicking wildly. She touched it again and he arched his back with a deep, trilling sound that made her own spark pulse hard.

Having enough of foreplay, Shockwave moved her hand aside and slipped a hand around her back before he brought their chests together. The first contact made her cry out against his cheek in pain and she felt a soft, barely audible gasp escape him. For the longest time, their sparks dueled one another, two separate beings coming together in a way that refused to merge. His older, darker spark fought her like a savage, refusing to come to her. Her spark called to him in welcome, yet seemed reluctant to partake, afraid of the unknown of joining with a Decepticon.

Red Alert moaned softly, clinging to him and rubbing her face soothingly against his cheek. "It's okay, Shockwave..." she whispered, "It's okay."

_You're a liar._

Red Alert could hear his haunting doubts oozing through their attempted link. Her spark attempted to comfort his, trying to push every ounce of honesty and purity into him so that he could understand-if not in spoken word-what she felt.

_A traitor..._

She comforted him by pressing nibbling kisses along his neck and face until she reached his mouth. She could feel his spark fighting with all its worth, a scarred thing reluctant to relax and surrender to her own.

_Liar. Traitor._

Ignoring his innermost doubts, she continued to offer comfort, inner and outer, despite the angry, bitter protests of his own spark. She pushed through those walls and barriers he had set up, desperate to reach him and offer only comfort and affection. Something he needed without knowing it.

Their bodies moved, grinding their armor together and Red Alert felt bits of paint flaking off from his jagged form. She didn't care. Nothing else mattered. Primus, the others could walk in right now and she wouldn't have budged an inch. She felt his defenses slowly surrendering to her with much reluctance. Their sparks were almost close to joining completely and it suddenly occurred to her that he was afraid. Afraid of losing himself; surrendering to his own passion.

_Shockwave, I'm here for you... _she sent.

_No. You'll lie like everyone else..._

_I won't. I'm here. Only for you and no other. You're not alone. _

O

The first static-filled images Red Alert could see were of Kaon. A young violet bot standing among a dripping mess of gore and bodies. It occurred to her that when the bot turned, it was Shockwave. He looked impassively down at the whimpering corpse at his feet. Another young bot probably his age pleading for his life. The young Shockwave drive his blade through the bot's throat, silencing his pleas for mercy immediately.

_"Shockwave, excellent," _a deep, raspy voice filled her head, _"No mercy. That is what I like to see."_

Red Alert saw Shockwave's father then; a leviathan of a mech with jagged shapes and a rib-like structure similar to his. He had one optic and large, dangerous fangs. His back seemed to possess wings of some kind, so he must have transformed into a flier. His helm was curled with ear finials also similar to Shockwave's and he had larger, brutal arms that ended in frightening, thick digits. He was far more decorated that she had expected.

The images changed and she could now see a slightly older Shockwave standing in a training hall, exhaustion in his optic lens. Energon leaked from broken wounds and tattered wiring and his father was standing in front of him, fists clenched.

_"Father, I'm tired..." _Shockwave panted, _"I can't..."_

His father snorted with contempt. _"How did I ever spawn such a weakling?" _he snapped, giving him a swift kick in the midsection.

Red Alert wanted to reach into the memory and strangle that horrible mech who kicked his own son over and over, taunting him and berating him for his supposed weakness. She could also see a female watching from the shadows, grinning madly at the sight and laughing. She looked almost like Slipstream, but her optics were a bizarre yellow and had a purple color to her body. It looked like she also transformed into a flier and she had the same spiked digits that Shockwave had on his feet.

_"Do you know why I despise you, boy?" _Shockwave's father spat, grabbing him by his throat; he literally spat fluids when he spoke like a wild, unhinged animal, _"You'll never be good enough! No matter what you do, you'll never be perfect! I should have killed you the moment you were born!"_

The Shockwave in the image coughed out Energon; it was much more pitiful than Red Alert wanted to see. She hated the mech who corrupted him. She hated him more than she ever hated anything in her life. He didn't deserve to have younglings. Shockwave didn't deserve that kind of life, regardless of whether or not it bothered him.

Finally, another image appeared in her head; she saw Shockwave much older, standing impassively over a bleeding mech that looked like his father. The bot was pleading for his life, groaning and bleeding Energon everywhere.

_"I only wanted you to be a great warrior!" _he groaned, desperately.

The Shockwave in the image tilted his head calmly. _"You succeeded, father." _

He aimed his cannon and fired.

Red Alert was flooded with various other memories and voices. Many of which were unpleasant and brutal; some of Shockwave dissecting bots and mech and others of him being assaulted at a young age, constantly called things like 'freak', and 'monster'. Truly, the images were frightening, the sights of the spirits that haunted him did sent a black stab of terror through her connection to him, but she fought it back, determined to prove that she would go at any lengths for him.

He whispered her name through their link, and it followed with a soft moan.

Then, he was greeted by images and memories from her past. He saw countless dead faces and bots lying through a battlefield and Red Alert was desperately attempting to revive each and every one of them. She was weeping for a particular bot of red and yellow stripes and struggled aimlessly to bring his spark back online, despite Ratchet's protests. He could see her sobbing bitterly, cursing the cruelty of the war, of the hate and everything that came with it.

There was another memory that came to him, but he felt Red Alert attempt to pull it back. He clawed his way through her defenses despite the despairing sensation weaving through their link from her. It amused him that she was so willing to hide something so personal, yet proclaim her affections for him all at the same time. This image showed Red Alert standing in a medical wing, furiously yelling at a female Autobot who looked to be as old as Ratchet. She had a pale gray body and aged blue optics. Her helm was similar to Red Alert's and she had the same long fingers that the medic had.

The two appeared to be arguing.

_"Mother, I can't be a part of this!" _the Red Alert in the image snapped, _"I took this job to heal, not take more lives!"_

_"Are you truly so selfish?" _her mother demanded, _"You will not fight for our cause?"_

Red Alert's image whirled furiously on her. Shockwave could see that she had not been marked with an Autobot insignia as of yet. _"I'm being selfish?" _she exclaimed, _"Why? Because I refuse to take part in a battle of hatred that has nothing to do with me?"_

_"It has to do with ALL OF US!" _her mother bellowed, _"Those filthy Decepticons will kill anyone who defies them! Primus, you've seen what Megatron is capable of!"_

Red Alert's image glared at her. _"I won't be a part of that!"_

Her mother looked haunted for a moment, watching as she maneuvered around a table to supply a cup of oil for a wounded soldier. _"I can't bear to see you die! You have to join the Autobot cause! They can protect you!"_

_"From who?" _Red Alert's image snapped, _"Bigots like you?"_

The image changed and Shockwave now saw Ratchet and Optimus carrying a dead mech on their shoulders. He had a bright red body and a crested helm. His legs had been blown off by what he could guess was cannon-fire and Shockwave could not see his face. Red Alert's image looked absolutely horrified as she rushed to the mech's side while Ratchet and Optimus set him down onto a berth. Red Alert's mother followed, frantically attempting to stop them for reasons Shockwave did not comprehend.

_"Father? No. No, no, no. Not you!" _Red Alert's image cried, lubricant forming in her optics, _"No. Come on, you have to get up! You can't be dead! No!"_

Suddenly, there was a loud whistle and part of the wall of the infirmary exploded outward, sending rubble raining down. There were fierce shouts and chaos as the Autobots rushed from the building and into one of the ships. Shockwave could see Decepticon warships moving in. The ship carrying the escaping Autobots quickly took flight, narrowly missing the deadly laser fire from the throng of warships behind them.

On the ship, Red Alert was tearfully screaming with despair, holding her face with two hands. Her mother came to her side and reached out, but she swatted her hand away and stood up, tears soaking her face. Shockwave had NEVER seen her look so full of raw emotion like _that_. Her optics flared with hatred that he thought she was never capable of, but what hatred exactly? It must have been directed at her mother.

_"You killed him!" _she wailed, _"He's dead because of you!"_

Her mother looked flabbergast. _"I did nothing of the sort! The Decepticons took my mate!"_

_"If we had just left Cybertron the moment the war began, we'd ALL still be together!" _Red Alert's image screamed before pushing her mother roughly and ignoring the stares from the others, _"It's your fault! You pushed him to it! YOU MADE HIM DO THIS!"_

Ratchet gave her an admonishing stare. _"Red Alert, please calm yourself!" _

_"No!" _Red Alert's image shouted; she glowered at her mother, _"At least father meant something! YOU'RE THE ONE WHO SHOULD BE DEAD! NOT HIM!"_

Her mother looked horrified by the emotional, furious words coming from her own daughter. Needless to say, so did the others.

_"Red Alert, I'm-"_

Just then, the entire ship rocked and jolted everyone. Kup was shouting now from somewhere Shockwave couldn't see.

_"We've got a cling-on, Prime!" _he shouted.

Just then, a metallic tendril ripped through the hull of the ship, impaling several Autobot drones in the process and skewering Red Alert's mother through the chest. Red Alert's image watched in horror as her mother was yanked toward the tattered hole and made a mad dash to grab her arm.

_"Mother, no!" _she wailed.

Her mother's mouth gushed Energon and she stared sorrowfully up at her daughter, trying to form the words she could not. Her body appeared to be in shock, trapped between living and dying as she stared down at the tendril that had punched through her body.

_"I got you! I'm sorry!" _Red Alert's image screamed, over the roar of the wind and the loud beeping of mechanical warnings, _"I'm so sorry! I won't let you go!"_

But it was impossible to resist the pull of the Decepticon ship's tendrils and her mother was yanked brutally from her hands and out into the darkness. Moments before the image ended, the Autobot ship was on a collision course with one of Iacon's many towering buildings.

O

Lubricant flooded Red Alert's optics as she was horribly reminded of the terrible things she had said to her mother moments before she had died. Shockwave's mouth moved over hers, his features contorting as he felt all her sorrow, all her pain flood him. He had never felt emotion as intense as the Autobot's and it created a painful ache in his chest, coupled with the intensity of their physical joining. Her words whispered through their link, trembling.

_It was my fault... _

Shockwave snarled and refused to have that sick feeling of sorrow flood him any further. His hands moved and thumbed the edges of her spark chamber, drawing a frantic, desperate sound from her vocals to which she attempted to cover up. Immediately, he felt pure pleasure pulse into him from her and she cupped his face, kissing him and nipping his mouth lightly. He kissed her back with a ferocity that expressed how close he was.

Red Alert's pleasured cries began to come too fast. She moved her hips against his and he let out a groan through their link that made her body clench with delight. He grabbed her around the waist and rolled so that he was now on top, pinning her to the berth with enough control that he wouldn't collapse on her. The angle of their shifted bodies created a peculiar, new sensation that sent a wave of heat up her spinal relay, drawing a gasp from her. The sound drew a triumphant hiss from him.

The pleasure became too much and she arched against him. "Shockwave, I'm..." she attempted to speak, "I..."

Shockwave growled and started moving harder against her, bringing his mouth to her neck. His voice sounded strained, yet carried that constant, commanding tone. "Yes. That's it. Let it go," he hissed, "Come for me."

"They'll hear..."

"I don't care. Show me how it feels. Show me how much you enjoy it."

Red Alert attempted to bite her lower lip plating to stifle her cries, but he brought a hand and mercilessly stroked the edges of her spark with a fierce hiss of concentration; he was urging her toward her own climax and after a few moments, there was no holding it back anymore. She arched her hips and shrieked his name to the heavens above, thrashing against him as waves upon waves of pleasure crashed through her systems. She keened several more times against the aftershocks and rode them on.

Shaking, she kissed the edges of his mouth and felt his own internals shake from the force of his restrained overload. He gave a haunting, deep groan and it sounded almost like he was in agony. Red Alert cupped his face and brought their foreheads together so he had no where else to look but in her optics. His gaze was filled with ecstasy and pain.

"Shockwave, let it go..." she whispered.

"It's so...I can't..." he gasped.

"Yes you can. Let go." She kissed his face. "It's okay to let go..."

It was so strange seeing him on the edge of losing control in comparison to his calm, collected attitude. His breathing turned ragged and he could not stop himself from moaning again. She smiled and soothingly rubbed his back in aching, gentle circles, sending tingles through his ultra-sensitive circuits.

"Shockwave, you're perfect to me." she gasped, against his face. "So wonderful and..."

He surrendered once those words left her lips, snarling long and low. She kissed his mouth and he started to pant, his features twisting and his sounds coming faster and faster before he overloaded with a primal shout. His overload was powerful and Red Alert never knew someone like him could look the way he did when he finally found physical relief; it was so different from his usual stoic self and so passionate. The look he gave her afterwards burned into her processor and would remain there forever.

Once their chest plates were covered and their bodies disconnected, they held one another in the berth, their deep, heavy breaths coming in unison. Shockwave's massive sides heaved in a way that reminded her of an Earth horse after it had run for a long time.

Shockwave whispered her name in a way that made her ache with love and she held him close.

Everything had changed now.

They would deal with the consequences later.


	10. The Echoes of Reality

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status. Also, **mamabot** gave me a few interesting ideas that might be of some interest to all of you! :D Thanks a lot, madam!

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**The Echoes of Reality**

_Earth_

Red Alert awoke the following morning still ensnared in Shockwave's arms. She watched him sleep with his head comfortably tucked beneath her chin. When he had moved into that position, she didn't know-or care. She just ran her fingers over his face and shoulders, feeling many battle scars in her path. It amazed her just how much he had gone through physically and emotionally and still managed to maintain his own will.

Then, she felt a relaxed warmth flood her mind.

"Do you always think so much this early in the morning?" Shockwave murmured, his optic brightening as he awoke.

Red Alert laughed slightly and rubbed his cheek with one finger. It thrilled her when he leaned into the touch. "And I thought _you_ were the over-analyzing one." she said in a light voice, expressing her cheerful attitude.

"Hm," Shockwave grunted, rather lazily.

"Did you sleep good this time?" Red Alert ashed, rubbing his back slowly and gently.

Shockwave nodded after a moment. "No nightmares," he confirmed, "Though it would be utterly impossible _not_ to sleep after what we just did."

"Do you have any regrets?" she asked.

Shockwave leaned forward and pressed his forehead against hers. "Do _you_?"

"No."

"Good," Shockwave replied, "Because if you did, I would be able to sense if you were lying. The bond is formed and there is nothing you can hide from me." He took a swift inhale. "Just as I know you can't hide the fact that Straxus has conspired to kill me should you refuse to obey his wishes."

Red Alert looked stunned. "You knew?"

"Yes. Even before we bonded."

"And you did nothing?"

Shockwave sounded almost amused in his next words-ALMOST. "Straxus is no fool, Red Alert," he told her, "He would not be so eager to confront me without just cause. He knows what I am capable of and more. Why do you think he wanted to send my Driller to mate with yours? He knew it would kill her. He knew that once my pet was out of the way, it would be much easier to attack me. I figured that out yesterday."

Red Alert looked pained. "I'm sorry. He told me that he'd kill you if I interfered in any way." she said.

Shockwave's optic darkened. "Believe me, that insect could do no harm to me any more than a human could."

She didn't seem entirely content with that casual response and looked worried all the same despite his certainty. But she tossed the thought aside for the moment felt the need to get a bath and reluctantly attempted to wriggle free from his grip, but he tightened his hold on her and stared at her questionably.

"Where do you think you're going?" he asked.

"I would like to shower," she said; her features turned playful, "You've gotten me quite filthy, you naughty Decepticon."

Shockwave tilted his head at her banter and straightened so that he sat up in the berth with her. "You are getting braver, I see," he murmured, with mild dismay in his voice, "No matter. I'll join you for a bath as well. We are both equal to blame for our filth and I will not allow you the pleasure of being right so you can boast about it for days to come."

Red Alert couldn't resist her giggle, but that last phrase did make her spark stop a bit. Did he really mean that in the long run?

"Red Alert, I can hear your thoughts. And yes, I do mean it. It's unavoidable," he said, from inside the bathing chambers; he had moved fast that she missed it, "Until you learn to block your thoughts, I can hear them all. Now stop thinking so loud and come join me."

She just laughed and followed him into the shower where he started up the water. It was a little hotter than what she was used to and she gave a yelp when she stepped beneath the shower head. Shockwave watched her and shook his head with dismay at her almost playful laugh. But she could feel a bit of pleasure through their link; he genuinely enjoyed her laughter and that made her spark swell with pride and delight.

"You're not the only one who can hear secrets," she said.

Shockwave grunted and reached for a container of cleaner. "That Autobot pride of your can be a nuisance."

Red Alert laughed gently when he poured some of the cleaner onto his hands. "I thought I was an irritating glitch?" she teased.

He paused in the task of collecting the cleaner in his hands and spread his mandibles slightly. "Just turn around," he ordered, though his voice was somewhat gentle instead of usually getting annoyed with her.

She turned around and pressed her hands against the wall of the shower room and shut her optics when he began to rub both of his hands onto her back plating. She felt her entire frame relax at his touch and her engine purred quietly in response. Shockwave's hands worked to clean her beneath her armor, through cracks and into her wheel wells. His fingers moved with much more skill than she would have expected.

When his hand slipped around her to clean her chest, she made a soft sound and leaned back against him. He made a deep, rumbling sound that she felt vibrate through his chest and one of his pointed fingers brushed her lower lip.

"You seem rather insatiable this morning..." he murmured, moving his mouth down the length of her shoulder.

Red Alert smiled and tilted her head back to give him more access to which he blessed her with more of those delightful nibbling kisses from his mandibles. "I guess I can't help myself," she said, "I really love it when you touch me."

He paused in his journey. "Do you?"

"Yes. I believe I proved that well enough last night."

"Indeed you did."

Red Alert took his hand and placed it over her chest, knotting her brow. Her voice was touched with the barest hint of sadness. "Do you still doubt me after what we shared?" she asked. "After our joining?"

"I don't doubt you, Red Alert," he replied, "Only those around you."

She sighed and leaned back. "Don't think about it right now."

"Now or later will not change the outcome."

Red Alert gave him an impatient growl and turned, facing him completely. "I know, but can we please have now?" she asked, quietly, "Just now?" Her voice lowered and she spoke softer, much more gentle as she ran her hands over his chest plates again. "Nothing else but us."

Shockwave nodded his head. "Very well..."

She turned and he resumed his task of cleaning her when there came a knock at the door of his quarters. It was a Decepticon drone who Red Alert had never known, but recognized the voice as the one who usually handled the controls of the ship.

"Shockwave?" he called.

Shockwave glared up at the ceiling, annoyed with the interruption and called out to the drone. "What is it?" he growled.

"Straxus needs you in the cargo hold soon," he said.

"I'll be there shortly!" Shockwave barked.

Red Alert smirked and rubbed her aft back against his codpiece in a teasing manner, making Shockwave hiss at her with a glare of warning. She shrugged innocently and he could tell that the stupid drone hadn't left yet.

"Sir, Straxus is getting impatient," the drone insisted.

"I will be there when I'm ready, you foolish piece of used data track!" Shockwave snapped out, "Now leave!"

The drone quickly hurried down the corridor and Shockwave waited until he was completely gone before leaning over Red Alert with a primal sound; grasping her hip with one hand and her chin in the other, making her look back at him. She merely smirked at him and he hissed at her, bringing his face close enough so that she could see the "iris" of his optic narrow.

"The pious Autobot has a naughty streak, it seems," he growled, "You quite brave if you think you can tease me and get away with it."

Red Alert looked at him with a teasing smile and feigned uneasiness. "I've been quite bad, haven't I, O' great and mighty Decepticon?" she purred.

"Yes. And I think it's time that you be properly punished for your transgressions." Shockwave hissed, moving closer.

When he pushed a hand against the small of her back and nudged her closer to the wall, she suddenly realized what he was going to do and her face plates heated up. Oh Primus, _this_ was a particularly naughty position that she had never tried before. His talons traced down her back and smoothed their way along the curves of her hips. Red Alert uttered a soft, shaking sigh and he responded with a deep, heavy breath at her reactions to his touch.

"So sensitive..." he breathed, "I never would have thought that-"

Red Alert gave a small groan and looked back at him. "Stop doing that..." she insisted, her voice coming out almost like a plea. "Stop questioning. Just let your spark decide for itself." She gasped and jumped when he touched her closed interface port in response.

"And that makes you happy?" Shockwave questioned, stroking the metal.

Red Alert couldn't believe that she was so close to losing her mind when he was barely touching her. "_You_ make me happy, Shockwave..." she rasped. And to prove it, she sent every inch of her love through their bond, every bit of devotion and pride in their union to him. Hoping that he would understand that she was happy. Happy to be his mate and happy to have him as hers.

It must have had some effect because he leaned forward and moaned quietly through their link, gripping her hip with one hand and stroking her interface panel until it folded away. She pressed her hands against the wall and leaned her helm forward, waiting and wanting. She suddenly felt fingers trace the opening of her port and she gave a soft, frantic cry. It earned a pleased growl from behind her and she tried desperately to get closer to those probing fingers, but he held her firmly to the wall with one arm.

"No. I think not," he told her, "You're being punished, remember?"

Red Alert gave a small cry of protest. "What? Are you joking?"

"I never joke."

Though she heard a devious pitch to his voice. He was actually teasing her in his own, twisted little way. She jerked and twitched as he explored her before slipping a digit into that waiting heat. A soft cry echoed from her and she tried to move, but that hand on her hip wouldn't allow it. He stroked her inside and out with deliberate slowness, the tip rubbing sensitive spots with each thrust of his finger. Red Alert continued to plead with him, though he mercilessly continued.

Then, his claw touched a spot that made her arch her back and cry out. "Oh Primus, right there!" she panted.

And slowly-_too slowly_-he stabbed at that spot over and over again, drawing delicious, frantic cries from the Autobot beneath him. Her head fell forward with a low groan and she struggled to keep her hands on the wall. The pace was killing her and it was even worse when he added a second finger to the first tormentor. Each stab sent waves of heat through her body and drew small, quick cries from her vocals. The sensations became too much for her to endure.

"Please, Shockwave..." she begged, her voice trembling, "Now?"

Hearing that plea, he decided to cease his teasing and removed his fingers from her. After a few moments, she felt him position himself and could hear the click of his spike emerging. His hands gripped her around her sides and then she felt the painfully sweet sensation of his spike pushing into her. Red Alert could hear his breath surge out of him in one swift gasp and his thighs tighten against hers. His mouth-parts flicked with lubricant as he leaned forward, snarling in her audio receptor.

"Have you learned your lesson?" he growled.

Red Alert concentrated and made her inner cabling contract around him, drawing another primal sound from his vocals. "I don't know. Maybe not." she goaded, smiling breathlessly.

"So be it." he hissed.

He clutched her hips and began to set a quick, heavy rhythm. He expected his movements to cause her harm, but instead, she whimpered and cried out with delight, clawing at the wall in front of her for purchase.

Red Alert barely registered the world around her, only focused on the intense sensation of each powerful thrust into her sensitive port. She attempted to keep pace with him, but soon stopped caring and just let him do the work. She could feel each erotic, rough scrape of his thighs against hers, the intense pulse of his thrusts and those rough hands against the small of her back and it made her processor swim with pleasure.

Shockwave leaned forward, wrapping one arm around her waist and hissing in her audio again.

"Do you like this?"

"Primus, yes!"

Red Alert focused again and started her engine, sending a vibration through her body and into his. It caused a startled, yet hungry snarl to burst from his vocals and his fingers dug grooves into the wall over her head. She smiled inwardly to herself, pleased that she could draw out such noises from him and continued the vibrations. It was meant to bring him pleasure, but sweet Primus, it felt amazing on her part as well. She urged him on with pushes of her own hips until they were both lost in the fog of over-stimulation.

When her name breathed out of his voice in such a tense, heavy manner, she knew he was moments way from his own overload. One of the hands on her hip tightened and his panting sounded closer together. It seemed that he attempted to restrain himself again, but she wouldn't let him this time.

"Go ahead, Shockwave..." Red Alert panted, "Don't wait for me."

Shockwave hissed and her spark flipped in its casing when she heard him slowly come apart. His movements became shorter, faster before he overloaded with a hoarse, bellowing cry that carried a small semblance of her name with it. She would have thought he would stop, but his hips worked again to bring her her own release and it didn't take long before she found it. She arched into his back with a shrill sound and his hands supported her once she came down from her high.

Red Alert was surprised that she could still stand after that. She took a long moment to cycle deep, heavy intakes of air before she looked up at him with awe in her optics. "Oh my..." she panted, shaking her head.

Shockwave seemed to collect his own intakes of air a lot faster than her and sounded rather content. "Do not be modest," he told her, "Your performance was quite admirable as well. You were superb."

Red Alert laughed breathlessly and let her head under the water, somewhat shy in her post-overload condition. "If I can't walk properly for many cycles to come, it'll be your fault," she teased.

"Oh? I believe it began when you decided to play that little game earlier," Shockwave murmured, moving to wash the evidence of their interface from her legs, "Rubbing against me like an Earth mammal in heat."

"You started it."

"I may have, but you perpetuated it."

Red Alert laughed and went to work cleaning his chest as well. The sensation of scrubbing one another was relaxing. "How did we ever get here?" she asked.

"Physical stimulation and eventual release."

She felt her face plates heating and shook her head. "No. I mean, you and I," she said.

Shockwave paused in his cleaning and looked at her. He was quiet for a long moment before responding. "I have no answer for that," he finally told her, "But it is as I said; fate has an amusing way of proving its existence."

Red Alert smiled faintly. "So you DO believe in fate?"

"I never said that."

She couldn't stop the giggle that burst from her vocals.

"Now then, Straxus requires my presence," Shockwave said, shutting off the water once he was certain she was clean enough, "I would tell you to remain here while I tend to him, but I know you would simply ignore it."

Red Alert grinned. "See? We already know what we're going to do even before we do it!"

He made a weary sound, unimpressed with her joke as they left the room.

O

Straxus stood before Grindor, fitting the creature with the same cockpit that Shockwave had placed on his pet. It thrashed furiously, sending flecks of lubricant all over the cargo hold. Several Decepticon drones tried to keep the creature held down with chains, but it threw them mercilessly with several sharp twists and jerks of its body. When Red Alert emerged with Shockwave, Grindor immediately calmed and snarled softly.

"What's going on?" Red Alert demanded, looking at Straxus for answers.

The mech smirked and it was particularly unfriendly. "By the skills of my dear, demented little comrade Dirge here," He gestured to the snickering jet, "There are Autobots arriving at our position. We feel that our poor, mouring parasite could be put to use."

Red Alert looked up at Grindor briefly and then to an expectant Straxus before backing up and shaking her head. "No. I won't..." she said, defiantly.

"No?" Straxus purred, maliciously; he glanced up at Shockwave and snickered, "I thought we discussed it before that 'no' is not a word you will ever say to me."

Red Alert glared at him defiantly. She felt a strange sense of strength she'd never felt before. "I guess you're also hard of hearing then, aren't you?" she snapped back, "Too bad. You must be slipping in your old age."

That did it.

Straxus backhanded her hard. The move knocked her off of her feet and with speed that rivaled the fastest of Autobots, he grabbed her by the back of the neck and lifted her off of her feet. Shockwave watched the scene with a low, restrained snarl. The other Decepticons just laughed with amusement as Straxus threw her onto a table littered with tools. She winced and glared back at him with her optics blazing.

"Let me tell you something, Autobot bitch," he spat; if a voice could kill, she would have been dead by now, "I hold your life in my hands. I am God of this ship and I could wink and you'd be dead!" He leaned forward and grinned wickedly near her audio receptor. "Did you know that there are some prisoners the Nemesis claimed who were forced to interface with Decepticon generals? Oh yes, and let me say I've had my share of aft in the past!"

Shockwave felt a black stab of fear through their link, but she maintained calm and grinned angrily.

"I bet a bit bad bot like you would. Should I grovel and start licking your feet?" she spat, with effort, "Would that make me fit to be a Decepticon subordinate then?"

Shockwave watched the scene as Straxus delivered a horrible punch to her face, it drew a grunt of pain and sent a splatter of Energon streaking across the table. It made the Decepticons around them shriek with macabre delight at the sight. Red Alert met Shockwave's gaze and silently begged him not to do anything foolish; that she could take it. Surprisingly, only a few Decepticon drones were not getting in on the amusing sight; they just glanced at each other, clearly uncertain.

Straxus grabbed her by the neck and jerked her up, shoving her face-first into the Driller's cage. "Now, you either take this Primus-forsaken beast out there to greet your partners, or we are going to find ourselves in a little nasty situation, do you understand me?"

"Rust you!" Red Alert snarled, spitting Energon from her busted lip.

Straxus snarled and shoved her to the floor like a piece of used scrap. Shockwave watched the scene and jerked forward slightly to stop it, but Straxus whirled on him with a mad grin in those blood-colored optics.

"Aren't you going to step in and do something for this Autobot whore?" he snarled, laughing nastily at Shockwave's impassive expression, "Come on, now. I know you two were fragging like animals. You pined after her like a little sparkling. Oh, but I guess it's true what they say about you, Shockwave; you have no spark, do you? No spark to stop the abuse like you couldn't do before with your own father!" He laughed wickedly and looked down at Red Alert as she struggled to stand. "I guess he wants to see you get beaten!"

Red Alert winced and looked at Shockwave, shaking her head desperately and mouthing, "Don't listen..." over and over. He nodded grimly and looked at Straxus with that same calm demeanor as before. "She means nothing to me, Straxus," he told him.

Straxus laughed nastily and arched his optic ridges. "Really? So I guess it means nothing when I do this?"

He whirled and gave Red Alert a kick to her midsection, drawing a sharp, wet groan from her and she fell to the floor again. Not only did she register pain, but an anxious, intense loathing seeping through their bond from Shockwave. She knew. He wanted to kill Straxus. Not just kill him, but tear him apart while he was still alive and awake to feel every single moment of the pain. But she couldn't let him suffer for her. Especially with several Decepticons willing to jump when Straxus said jump.

Straxus could see that this tactic wasn't working, so he attempted another-more personal means of persuading the Autobot instead. He grabbed her neck and forced her to look into those cruel optics. She glared back at him defiantly, sucking in painful intakes of air.

"Do you honestly think there's any feeling for you inside that cold, pitiless assassin?" he sneered, leaning forward, "He uses everyone to get what he wants and your foolish, weak kindness is what brought you in this situation!"

"You're the weak one!" Red Alert spat, wincing against his grip, "Beating an unarmed female medic in front of everyone?" She watched the grin fade from his face, replaced with furious murder. "Does that make you feel special? Proud? It's the only way you can ever be the 'lord' you claim to be!"

That caused a hush to fall across the cargo hold. Even Lockdown looked stunned; to mock a leader in such a way was possibly one of the greatest insults to be made. And it really worked for Straxus because he snarled with murderous rage and flung her into the cage with a fierce shriek to follow. The Driller behind it screamed its own fury at seeing its master fall victim to such a fate.

"I will tear out your spark slowly, you little Auto-bitch!" Straxus's voice was poison as he stalked toward her, "And I will be sure to make you watch!"

Red Alert laid there, groaning in pain and Straxus pressed a foot to her back to hold her to the floor. Then, he grinned wickedly and raised it up, as if he was going to crush her right there.

Shockwave moved and forcefully shoved the Decepticon from her. The force of his push knocked Straxus back with an enraged howl and he stumbled to the floor. The other Decepticons looked stunned by this and Straxus glowered murderously at Shockwave.

"Straxus, killing her will make no difference," Shockwave hissed.

Straxus staggered to his feet and laughed coldly. "Ah! I was right, wasn't I?" he sneered, "You care for her!"

"As foolish and presumptuous as your accusations may be," Shockwave said, rigidly, "If you kill her, there is no one to control the Driller. And you will have to take into consideration that the Autobots will in fact want her back. As leverage, she is far too valuable to be killed."

Straxus watched him suspiciously and chuckled. "Yes. Yes, indeed so..." he murmured, as if he suspected something else. He gestured to Lockdown. "Send the bitch to the brig for now. We will meet our Autobot enemies soon enough."

Red Alert winced as Lockdown grabbed her arm and yanked her to her feet. She looked at Shockwave with a weak smile.

_I'll be okay... _she sent.

Shockwave watched her go.

When she left, he could hear the mocking voice of his father laughing beside him. His optic was missing and fluids dripped from the empty socket. The Energon-soaked shape of the mech stood at Shockwave's side, leaning forward and whispering in his audio receptor. So close that Shockwave could actually feel the grin of his father's fangs.

_"Will you get to see her lying in her own fluids, boy?" _the mech sneered, laughing wildly.


	11. Within Smoke and Flames

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status. Also, **mamabot** gave me a few interesting ideas that might be of some interest to all of you! :D Thanks a lot, madam!

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Within Smoke and Flames**

_Earth_

Straxus smiled and stood calmly in the jungle clearing as Optimus Prime and his Autobots arrived. He clapped with mirth and watched as they transformed, aiming their weapons at him. So far, neither one of them fired. It would be interesting to see just how far this fight was going to go.

"Looking for me, Prime?" Straxus purred, holding his arms out in challenge.

Optimus' cannons were level with his chest. "Surrender!"

Straxus chuckled and shook his head. "Always like you, Prime; never wanting to have a nice, pleasant conversation," he said, with mock pity, "That's a shame. I always feel a major problem in the ranks is a lack of communication."

Sideswipe was losing his patience. "Shut up!" he spat, "Where's Red Alert?"

"Hopefully that mouthy little bitch is rotting away in a prison cell on my ship," Straxus sneered, "But let's not waste time talking about females." He smirked back at the trees and Decepticon drones began to pour out. "Has the jury reached a verdict for the crimes these Autobots have committed?"

"Guilty!" the drones shouted, in an Energon-thirsty manner.

Straxus laughed wickedly. "Then sentence them to their well-deserved fate!"

It became chaos in that jungle opening as Decepticons and Autobots engaged in an all-out war. Through the chaos, Perceptor was carrying Wheelie and Brains through the trees, attempting to pinpoint the location of Straxus' ship.

"Come on, brainiac!" Brains insisted, "Where is the ship?"

Perceptor looked around. "ISOLATING THE ENERGY SIGNATURES FROM THE PERIMETER SHOULD AID IN THE LOCATION OF THE DECEPTICON WARSHIP. CHANCES OF LOCATING FIELD MEDICAL OFFICER RED ALERT; SEVENTY PERCENT."

"Our chances of survival are going to be ten percent if you don't hurry!" Wheelie snapped.

Meanwhile, Shockwave made his way through the dense jungle, his cannon locked and ready. He stopped once and looked around for signs of Autobots and the sounds of battle echoed in the distance. Growling with effort, he surged toward the laser fire. He knew that he could go back for Red Alert, but if she was in the brig away from Autobot hands, then she would be safe for now. That aside, it would clear his processor for the goal at hand.

_"What are you doing, Shockwave?" _

He stopped and looked up at the sight of his grizzly victims once more. They regarded him mockingly. Shockwave ignored them and cut his way through the trees. Their voices followed as they always did, but he had more important matters to deal with. His massive feet stumbled and he grabbed at a thick tree for support, growling with frustration. Jolt's image crouched beside him, chuckling thickly at the pitiful sight.

_"Are you still in denial after all this time? They'll take her back, you know," _he sneered, _"And you'll be alone again. Alone and pathetic as you always have been. As you always deserve to be." _

Shockwave grunted with effort and glared at the watching images with defiance. "I don't believe you."

They laughed cruelly.

_"You don't believe us?" _Elita sneered, _"You don't deserve that sort of happiness, you pathetic, evil glitch. Why should you? She's an Autobot. I bet the others are just laughing at you for your foolishness behind your back."_

_"You're a liar and a murderer. Why would anyone ever want to have you as a bondmate?" _Dunerunner spat.

Shockwave gave a defiant snarl and stood up. "You're figments. Lies. My processor-"

_"You've said that before, but here we remain," _a Thetacon sneered, his throat gushing from a wicked slash wound.

Elita bent down before him and held her head up close to his face. Her decapitated body did nothing to sway him. _"How do you live with yourself, Shockwave?" _she sneered, _"Your face never betrays pain, never betrays the insanity you keep bubbling inside of you... It will break you, Shockwave. WE will break you. And when we do...when you're lying dead in a pile of your own fluids, we'll welcome you with open arms!"_

"Get out of my head..." Shockwave growled, shaking his head with a violent hiss to follow.

Their laughter faded away.

For now.

O

Red Alert desperately paced around her cell. It was guarded by a Decepticon drone who calmly stood nearby.

"Please, you have to let me out of here!" she begged.

The drone sighed impatiently and didn't even look back at her. "Keep it down in there, Autobot..."

"Do you want me to beg you? Is that what you want?" Red Alert pleaded, "I will if I have to! I'll beg if that's what it takes!"

The drone looked away with a sound of disinterest and failed to hear the sound of Perceptor, Wheelie and Brains rolling into the ship. The Autobot stopped in one of the halls and glanced both ways. Wheelie and Brains glared up at him.

"What the frag you stoppin' for?" Wheelie snapped.

Perceptor slowly drew out his two laser pistols and pointed them in opposite directions at his sides; without taking any second glance in the direction, he took two shots which were mildly muffled to prevent detection to other Decepticon drones. Wheelie and Brains looked shocked as two drones fell dead at the far corners of the corridor. Perceptor calmly placed the pistols onto his back and glanced over at the lifeless corpses.

"5.2 SECONDS TOO SLOW," he replied.

"That's some fancy shooting," Brains remarked.

Perceptor made no reply and they worked their way into the brigs where Red Alert was angrily, desperately-and dangerously shoving herself into the electrified bars of her cell. The force continued to knock her back and she continued to get up and do it again. The Decepticon drone was losing his patience with her.

"Primus, slag it, femme!" he spat, "Stop acting insane!"

Red Alert panted with effort. "If you think I'm letting anything happen to him, you're sadly mistaken!" she shouted.

The drone made a move to open her cell and teach her a lesson, but a shot rang out and the Decepticon fell in a lifeless pile. Red Alert stared at the smoking hole in the drone's head and looked up, never more relieved to see Perceptor until now.

"Thank Primus!" she cried.

Perceptor stepped over the dead Decepticon and removed a scrambling device at his side. He placed it to the control panel of the cell and quickly typed in a few keys before the cell's electric bars shut off and the door roared open. Red Alert was so eager to see her friend that she threw her arms around him in an embarrassing hug. Perceptor did not react to the embrace and simply stared at her calmly when she parted.

"FIELD MEDICAL OFFICER, RED ALERT. WHAT IS YOUR STATUS?" he asked.

"I'm fine," she told him, "But I have to go and get Grindor."

"NEGATIVE," Perceptor said, taking her arm to stop her from leaving, "OPTIMUS PRIME HAS ORDERED THAT I BRING YOU TO SAFETY."

Red Alert wrenched from his grasp. "I have to do this, Perceptor."

"NEGATIVE."

"No, not 'negative'!" Red Alert insisted, moving to run for the cargo hold. "I have to get Grindor and hopefully put an end to this!"

Wheelie laughed sarcastically and followed her in. "Hey, before you go running off into the fire like a psycho bitch, mind explaining to me who the frag is Gri-AHHH!" He cut himself off as soon as he saw the Driller and screamed, jumping back.

Red Alert held out two hands to Grindor, trying to calm his furious roars at the sight of the intruders. "It's okay!" she insisted, "They won't hurt you!"

"What the frick, Red?" Wheelie demanded, shocked, "How in the name of Primus did you calm one of these things?"

"It's a long story," Red Alert told him, moving to the controls of the cage that housed the Driller, "Right now. I need your help in the control hatch."

Perceptor watched the scene emptily as she commanded the Driller to lower itself so she could climb into the cockpit of the controls.

"FIELD MEDICAL OFFICER, RED ALERT; YOU ARE IN VIOLATION OF NUMEROUS AUTOBOT ARTICLES AND WILL BE HEREBY SCHEDULED FOR COURT MARSHAL IF YOU REFUSE TO OBEY MY ORDER ANY-"

"Perceptor!" Red Alert cried, looking down at him desperately, "Don't you understand?"

"NEGATIVE..."

"I have to do this. You can arrest me later when all is said and done."

Perceptor did not respond to that and simply stared at her. Red Alert sighed impatiently and noticed that Wheelie and Brains were watching her inquisitively, dead silent by her reactions and behavior. She glared at them and placed herself into the seat of the cockpit, staring at the jagged, bizarre Decepticon controls.

"Okay, how the frag does Shockwave do this?" she muttered to herself.

Brains cracked his finger joins like a human would their knuckles. "Not to worry, Red! Let ol' Brains work his magic!"

Perceptor stood there, watching as the cockpit closed and Grindor reared up, giving a loud, bellowing call before diving through the roof of the ship and disappearing out into the jungle. He said nothing, not to himself as he transformed and rode out to follow the creature.

O

Straxus turned when he sensed Shockwave's presence approach. He smirked with contempt.

"I guess you don't know when to quit, do you, Shockwave?" he sneered.

Shockwave stepped up and raised his cannon. "A true warrior does not cower behind his petty toys and bold words," he hissed, "A true warrior would not beat an unarmed female simply for self-satisfaction before his subordinates. You are no leader of the Decepticons and I should have put you down cycles ago." He snarled lowly, his body surging with the urge to kill. He wanted nothing more than to tear Straxus' head off while he could feel every single bit of it. "Come and face me!"

Straxus retracted his own weapon and laughed wickedly. "I'm looking forward to carving you open!"

The two mechs charged at one another and Shockwave readied his wrist blade. Their weapons clashed and they both fought, struggling to see who would falter first. Shockwave's optics flared with hatred and murder where Straxus' optics glowed with insanity. His free hand retracted another blade and Sockwave raised his cannon to block it before it could contact him. For the moment, they held each other at bay, snarling with effort.

"You're a strong one!" Straxus spat, with effort; he grinned wickedly and leaned forward, giving Shockwave a particularly nasty look, "Tell me, did that Autobot bitch of yours howl like an animal when you fragged her?"

"No. But you will when I shove my blade through your chest," Shockwave snarled.

Meanwhile, Grindor burrowed his way underground with the three Cybertronians attempting to control his movements. Inside the cockpit, Red Alert struggled to make sense of the Decepticon language displayed on the console.

"Primus, I can't read Decepticon!" she protested, "Wheelie, what's it say?"

Wheelie was squished in between the roof and the Autobot. He looked at the monitor and his optics widened. "Ah frag!" he cursed, "It's a proximity warning! We must be close to a-"

The ground abruptly opened up in front of them and Grindor gave a bellowing scream of terror. The three within the cockpit screamed in equal fright and they plummeted down an enormous quarry. Red Alert shrieked a Cybertronian command and the Driller immediately twisted, burrowing into the ground again before swimming back the way it had come. Red Alert and the two smaller bots heaved relieved sighs.

"Primus, that was nuts!" Wheelie snapped; he gave Red Alert a slap on her shoulders, "Hey. Give us a heads up before you decide you wanna kick the fragging bucket!"

Red Alert flashed them dirty looks. "Okay, out. Both of you!" she snapped, pushing them out of the cockpit as it opened. They scaled down the length of the Driller and Red Alert gave Grindor an apologetic look. "I'm sorry."

Wheelie peered over the quarry with his hand over his optics like an Indian. "Damn. They're really duking it out over there!" he said, "We gotta move and fast!"

Red Alert groaned in frustration. "Primus, this is a terrible way!" she cried. She looked down at them. "How did you guys make it over-" She suddenly doubled over with a cry of pain and gripped her right arm, clutching it as if she was struck.

Wheelie and Brains watched in shock as she dropped to her knees, holding her arm. "Geez, what's with you?" Brains asked.

Far beyond them to the battle between Shockwave and Straxus, Shockwave was staring down at his sparking arm cannon that Straxus had cut clean in half. The wound barely caused him pain but the dull sting, but he felt an intense stab of fear and confusion fill his head from Red Alert. Shaking that off, he glowered down at Straxus and drove his blade through his shoulder, ripping his arm clean in half. Straxus gave a shriek of agony and Shockwave whirled, just when he felt the weapons from Optimus aim at him from a few feet away among the chaos.

"Shockwave!" Optimus snarled.

Shockwave was not put off by irrational fear of Optimus the way that the others may have been. Despite the damage Prime had caused to him in Chicago, he had faced him before and lived. And for some illogical reason, he felt the need to protect something else this time. He wanted to make sure than neither one of these Autobots took one step near Red Alert. Shockwave was driven with a primal, aggression that he had not known since his youth. He wasn't going to question his own decision now, not in the heat of battle.

"Prime," Shockwave said, calmly advancing, "Your intention is to take her, am I right?"

"Yes," Optimus spat.

Shockwave shook his head. "I'm afraid I cannot let you do that," he said, "You see, in the time that she has been our prisoner, she has had many opportunities to leave, yet she never took them." He raised his Energon-soaked blade. "But you would know so much about taking things that don't belong to you."

"You bring this on yourself, Shockwave!" Optimus hissed.

"She belongs to me, Prime," Shockwave growled, "And I will not allow any Autobot to take what is mine."

O

Red Alert drove through the dense jungle in her alt-mode with Wheelie and Brains clinging to her roof. Trees and grass slapped at them. It felt that she had been driving for several minutes too long and they were not reaching the battlefield any time soon.

"We have to hurry!" Red Alert cried.

"Take it easy!" Brains shouted, "I'm getting wire-whipped up here!"

Red Alert streaked through a brush and transformed back to her robot mode, looking around anxiously. Wheelie and Brains pursued her as she sprinted through the trees toward the sounds of battle and froze when she felt an intense stabbing of pain through her body that started in her leg and worked her way up to her head. The agony nearly made her expel her Energon, but she continued forward, hoping that Shockwave was okay.

She tore her way through the trees until she broke the clearing, her optics wide at the sight of a fallen Decepticon lying in a puddle of his own fluids. Stepping over him carefully, she looked up at the battle, seeking out the familiar, towering shape of her mate.

Red Alert found him a few yards away, tearing into Optimus. Her optics widened in horror and she rushed through the battlefield, shielding her head from laser fire. She was just a few feet away when Optimus slashed Shockwave across the face with his sword. As Shockwave staggered, Optimus loaded his weapon to deliver the blow, but Red Alert immediately jumped in between the two mortal enemies with a shout of rage.

"No!" she bellowed.

Optimus froze, staring down at her in shock. "Red Alert?" he exclaimed.

She stared up at him angrily, but her optics reflected pain.

All around them, the sounds of battle began to die down at the sight of an Autobot standing before her superior, protecting a Decepticon. Bumblebee had a drone in his grip and punched him out before watching the scene.

"What are you doing?" Optimus asked her, "Stand aside."

Red Alert shook her head. "No. This has to stop, Optimus."

Optimus stared at her, those blue optics burning with pent up fury and hunger to murder the one responsible for so many comrade deaths. Yet he struggled to understand Red Alert's logic and her need to protect Shockwave. He dared a glance up at the Decepticon assassin and noticed his features unreadable.

Ratchet seemed disturbed by the sight as well. "Little Red, what are you thinking?" he asked.

Red Alert was strong, defiant and still, her optics carried sadness. "You'll never hurt or kill him," she told Optimus, "Not while I cycle breath through my body."

Optimus narrowed his optics down at her. He attempted to keep his voice calm, but he sounded like he was on the verge of exploding. "Have you truly decided on joining their side?" he asked, "Is it true what he says?"

"No, Optimus. It's not betrayal. It's not defiance," she said, calmly, "But you need to know this; if you have any intention to kill him, you'll have to shoot through me. He dies and I die with him."

It was then that Ratchet's optics widened. He suddenly began to understand and his voice sounded pained. "Oh Red Alert, no..." he gasped.

She glared at him before returning her gaze to Optimus. "Please believe me," she said, "I can't tell you any other way."

Optimus shook his head. "But they-"

Red Alert laughed sadly and gestured with a flick of her head. "'They'? 'Us'? 'Them'?" she said, "Look at them, Optimus. Take a good look." He did, casting his optics to the battling factions; the tattered, jagged shapes of Decepticons and the smooth, gentle forms of the Autobots. Despite these minor differences, they were the same. "They are us. All of them. Tell me, what is the only thing different about all of us?"

Optimus looked down at her now and shut his optics. He seemed to have an understanding now given the way he looked at her again.

"Red Alert, you've...achieved the impossible..." he said, quietly.

She smiled brightly.

While the exchange was going on, Straxus was slowly pulling his one good arm into the air, grinning maniacally with mouth gushing of fluids. He aimed his wrist blade at Red Alert, snickering cruelly, hoping to put an end to her once and for all.

"Die...you little bitch..." he hissed.

He launched the blade and it streaked through the air. Shockwave heard the whistle of the weapon before it was too late and the blade plunged into Red Alert's midsection. She gave a shriek of pain and tossed her head back, optics wide with shock and unseeing. The sight caused many Autobots to watch in horror as she collapsed to the ground in a pool of her own fluids. It was Shockwave who broke the intense, horrified silence first with a sound that chilled Optimus' circuits.

"No!" Shockwave roared, whirling on Straxus.

The Decepticon laughed wickedly, even when Shockwave's shadow loomed over him. Shockwave drew his blade and plunged it deep in Straxus' throat. Straxus' body shuddered and he gagged in a gruesome, horrible fashion, fingers uselessly twitching on the blade before going still. The lights of his optics eventually darkened and the internals in his body whined down. Shockwave turned his attention back to Red Alert and was the first one at her side.

"Red Alert?" he breathed.

Her body twitched slightly in shock and pain and her optics stared into nothing. She mumbled his name several times.

Ratchet looked at Shockwave. "We need to go."

O

She felt warm.

Red Alert winced and opened her optics, looking around at the strange, cloudy world. That seemed a bit odd to her; she didn't expect to have been in the sky any time soon or staring at a cloudy paradise either.

Quickly, she sat up and looked around in shock. There was nothing around her but endless clouds and sky. She was standing in a way that should have been impossible, but was still happening regardless. Red Alert looked around, trying to make sense of this odd situation.

"Hello?" she called.

Her call echoed for what felt like miles through the cloudy world around her. Confused and somewhat uneasy, she stood there, listening to her call travel on and on. Then, she sensed a presence behind her and whirled, shocked to come face-to-face with herself. It was as if she was staring into a mirror; when she raised her hand, the duplicate did the same. When she smiled, it was repeated once more. Red Alert frowned and the image did the same.

"What..." she began.

The image didn't speak when she did, but instead, reflected a sadness now. Red Alert backed up in surprise and watched as her image shimmered and rippled like water before taking the shape of her mother. She felt a sharp twinge of pain in her spark, but shook her head and attempted to keep calm. This had to be a dream.

"Who are you?" she asked, carefully.

When the image spoke, it was in her mother's voice, but it sounded strange and seemed to echo with a bizarre voice behind it; with a power that made Red Alert's circuits tremble.

_"Who are you?" _the being asked, repeating her words, like a playback chip.

Red Alert frowned, unsettled slightly. "No, who are _you?"_

The being smiled and once again, changed shape; this time, it was Shockwave. Red Alert's features reflected sadness for a moment before she watched as it continued to morph into familiar faces that she had once known or now knew from her past and from war. Each face filled her with a little more hurt than joy. It finally stopped morphing and took the shape of a bot with a gold, silver and blue body. He was bowed over and looked very weak, as if each movement caused him pain. His features were aged, almost similar to Sentinel's, but his optics were violet instead of blue. He had long, gnarled fingers and a jagged silver helm.

"Who are you?" Red Alert whispered, stunned.

_"I am you, I am them. I am all that is and ever will be," _the being said, in a voice that nearly crippled her where she stood; it was powerful, yet filled with a maternal warmth that made her want to crawl into his arms and never leave.

Red Alert shook her head, confused and haunted. "I don't understand."

_"I am the God of your ancestors," _he spoke, staring at her with intensity, _"I am the one who made you. The Cybertronians are my progeny, my seed and my future. I kissed the body of Prima and breathed life into him. I was with Alpha Trion when he brought forth the First Covenant of my name. I was with Vector Prime when he passed through the veil of space and time. Nexus Prime when he discovered that life can be unpredictable as he was. I was the father of Solus Prime, with her as she forged the first weapon. Liege Maximo...Alchemist Prime...Amalgamous Prime..."_

Red Alert's optics widened in disbelief and she looked around at the sound of disembodied voices as they filled the air. The sounds of war and screams. She groaned and covered her audios, trying to blot out the sounds. The being stared impassively back at her, but his optics were a storm of pain as well. When she was sure the sounds stopped, she pulled her hands away and looked at him with a terrified, but awestruck expression.

"W-What do you want with me?" she asked.

_"For millions of years, I have witnessed the oppression of my children," _he continued, _"The destruction of the life I had given to countless. And for what? Petty grievances, corruption and lies among those who share a single God?"_

Red Alert flinched visibly at the disembodied sound of screams and death.

_"But then, just as I felt no hope for my children, you had changed all of that," _the being told her, smiling faintly, _"There are many who wish to unite the factions, but rarely are those who step forward to actually achieve this seemingly impossible task." _His voice carried intrigue now and he studied her, almost as if he was testing her resolve. _"To take a Decepticon as your mate is not only considered traitorous, but blasphemous to some."_

Red Alert nodded her head gravely. "I know."

_"But you don't fear the consequences, do you?"_

"No. I've always accepted responsibility for my actions. This is no different."

_"They will judge you. They will probably hate you."_

"I've been judged and hated before."

The being smiled and laughed gently; sadness and pain gone. _"Yes. I believe that you will usher in a new era of hope and peace. You are a strong female; devout in your beliefs. You cannot be manipulated so easily. You haven't lost faith. You dared to do the impossible where no others would." _

Red Alert looked pleased with herself, but only for a moment when the idea that she was no longer...alive was called into question. "Am I...dead?" she asked, carefully.

_"No. Not entirely. You are in what mortal humans refer to as a 'coma'," _the being explained, _"I wanted to take this moment to thank you before I returned you to your world. It's not your time to die today. Even more so given the gift that you have been blessed with."_

Red Alert looked surprised. "Gift?"

The being moved closer and pressed a hand in a spot between her abdomen and spark chamber. He smiled faintly at her. _"Go. You will soon know." _He pulled his hand away and looked at her sadly now. _"Please, tell my children that I never stopped loving them. I never stopped caring or hearing their pleas. It is because they stopped listening." _He paused again before nodding his head and backing away from her. _"And please...tell Shockwave how much you love him."_

Red Alert blinked. "But he-"

_"Knowing and hearing are two different things, Red Alert," _the being told her, _"For a Cybertronian who has never heard these words, it may very well cure the insanity that plagues him."_

She nodded her head, smiling. "I will."

The being raised one finger. _"Now go. Be at peace, my child."_

He barely pointed at her before she felt her world blacken.


	12. Final Liberation

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status. Also, **mamabot** gave me a few interesting ideas that might be of some interest to all of you! :D Thanks a lot, madam!

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Final Liberation**

_Earth_

_"She's waking up!"_

_"Give her some space..."_

_"Shockwave, take it easy. She's fine."_

Red Alert heard the voices as soon as her optics focused on Ratchet's face staring down at her with worry. Wheelie's head poked into view from above and he laughed dryly, looking up at the others out of Red Alert's view.

"Hey, everybody; the psycho's waking up!" he teased.

Red Alert winced and brushed him aside. "Shut up..." she mumbled, unable to resist a weak smile regardless.

She started to sit up, but an intense pain shot up through her body and she grunted, just as Ratchet moved to hold her and keep her from falling. "Take it easy, Red Alert," he advised, "You took a rather nasty hit out there."

She stared down at her abdomen and noticed that it had been patched up. Touching it gingerly, she looked around the room; Shockwave was standing in a corner, his shoulders square and tense. Optimus and the other Autobots were there as well, worry on their features. Neither one of them said anything and merely watched her carefully. It was odd. The room looked remarkably like the infirmary of Straxus' ship.

"Where are we?" she asked, making sure she wasn't losing it.

"On Straxus' ship," Shockwave replied, moving close to her. He placed a hand over the patch on her abdomen. "And you..."

Red Alert nodded her head and gave a skeptical grimace. "Oh, so at least that's some good news..." she muttered, "I'm not going crazy."

Optimus took a step forward. "Red Alert, there's something we need to discuss-"

"Ah! Optimus," Ratchet interjected gently, raising a hand to the Autobot leader, "Give her some time to recover and she can explain everything later."

Optimus nodded, though he gave Red Alert a parting glance as he left the room with the others in tow. Ratchet looked at Red Alert and Shockwave and leaned forward, his arms on the table. He studied them with a heavy sigh before looking at her directly.

"Red Alert, I have to ask a personal question; are the two of you bonded?" he asked.

She nodded. "Yes."

"How was that even possible?" Ratchet asked.

Red Alert smiled slightly. "It was difficult at first. But...it was possible."

Ratchet looked from Shockwave to Red Alert and then back to Shockwave again. "I never thought I'd see someone like you with one of our own," he said.

"I am not here to impress nor satisfy your curiosity," Shockwave snapped, "If you have any point to make, be quick about it."

Ratchet nodded. "Yes. Very well."

The two watched as he walked to a table and received a data pad. After typing in a few keys, he approached them and held it up to Red Alert. "As I was performing repairs, I noticed your Energon levels were dangerously low. At first, I thought it was because of your damages, but as I performed scans, I noticed something else."

She studied the data pad curiously and the collection of information scrolling down before her optics slowly widened. "Wait, this was just from a cycle ago?" she asked.

Ratchet smiled faintly and nodded. "That's right. Your body's starting to change in preparation for carrying a sparkling."

It was hard to tell who was more shocked by this; Shockwave or Red Alert. She looked up at him in surprise and then to Ratchet. The medic chuckled at their expressions before he looked serious now and turned his attention to the assassin.

"It looks like you're going to be a spark father," he said.

Shockwave was silent for a long time before he nodded. "It would appear so."

"For the sake of your child, I think it's time you start considering an alternate lifestyle."

For once, Shockwave didn't offer any form of rebuttal to Ratchet's presumption. Instead, he gave the medic a grudging nod and Ratchet turned toward the door. "I'll leave the two of you alone to speak while I have my word with the others."

He left the room.

Shockwave looked down at her, seemingly studying her face before he stared down at the patch on her abdomen. He rested a hand against it and said nothing. Red Alert watched his movements with a knowing smile. Obviously, this was something he wasn't used to and had no idea how to handle the news. Well, he wasn't the only one. She had always wanted to raise sparklings of her own, but the war prevented any of that. Then, she felt a dark, murky sensation of doubt cross her mind from him.

"We do not have to keep the sparkling if you do not wish it," Shockwave said, quietly, "Something born from me would not be beautiful or lovely in the way you want it to be-"

"Shockwave!" Red Alert exclaimed, stunned, "I want to have this sparkling _because _it's from you! No matter what he or she is, it will be beautiful to me. I will love it regardless of its signature or its appearance."

Shockwave looked at her. The murky doubt disappeared to an extent and then rose again. "Your comrades don't appear to be understanding."

"And their opinions matter why?" she said, somewhat angry now; not at him, but of the constant doubt he always had, "I am this sparkling's mother and I will have it, regardless of their bigoted views. It will be ours and no one will say otherwise."

"But-"

"_No one_ will say otherwise!"

Shockwave sighed and nodded. "I should know better than to doubt your insane courage in the face of situations like these," he murmured.

Red Alert was silent for a moment, her thoughts going to the image of the being in that strange world she had been before. She remembered what he wanted her to tell Shockwave and she leaned forward, rubbing a hand on his arm.

"Shockwave?" she said.

"Hm?"

"I love you."

She felt a peculiar churning of heat through their link; a sensation of confusion mixed with intensity. He looked down at her and his optic flickered with warmth, but it was gone as quickly as it came. He said nothing else, but leaned forward and pressed his mouth parts against her cheek. Perhaps it was his way of thanking her? She didn't know sometimes with him. His behavior was always very ambiguous at times.

"Red Alert..." he growled, suddenly snapping her out of her thoughts.

She laughed gently. "I'm sorry. I guess I have to learn to control my thoughts around you. I know I think too loud."

"Standing right beside you merely proves that point..."

Red Alert could only laugh. "I guess there's a lot we both need to work on."

Shockwave suddenly glanced toward the door. Red Alert looked at him curiously. "What is it?"

He grabbed a spare piece of metal from the table beside her and threw it at the door with a loud clatter. There was a shadow behind it that let out dual yelps that sounded like Wheelie and Brains and quickly scampered off.

"I am going to kill them both one of these days..." he snapped.

O

Several months passed.

Optimus and the others remained at Straxus' ship to monitor Red Alert's carrying progress upon her request. She was a medic herself and knew what to do, but it was best to have friends around should any problem arise. After all, with the remaining drones and Shockwave around, they certainly had no idea what to do for a carrying female. Despite her need to consume Energon practically every two seconds, she was in great shape most of the time.

It was difficult having them around because the drones, Lockdown and Dirge were almost always near fighting one another. The only thing that prevented any fighting to happen was no Decepticon was dumb enough to take shots with Shockwave commanding things. He had taken charge despite his lack of interest in doing so only for the sake of the Decepticons themselves as well as the sake of his soon-to-be-born sparkling. Anything else made no difference.

"Red Alert!" Ratchet said, that morning, "How are you feeling?"

She smiled and began cleaning the corridors. "Despite the fact that this little spawn of mine continues to wake me every recharge cycle, I'm doing fabulous."

Ratchet laughed gently, his optics trailing down to her chest and abdomen; the armor had hardened around the area and she had developed extra layers to protect her sparkling. In a sense, it was much like a human carrying a baby. He didn't make the comparison around her because most females disapproved of being put in the same category of a swollen, fat mammal. Red Alert always seemed in a good mood, though regardless of the issues.

"The sparkling's a strong one," Ratchet mused, "It will be like his father, I imagine." He paused and looked around. "Where is he anyway?"

"He's speaking with the drones," Red Alert told him, "I know there's been tension around here with your presence in the ship, but I guess my carrying has lessened things to a degree. Though I really wish Prowl would cease the jokes. It doesn't help matters."

Ratchet laughed, though he looked troubled by that as well.

"Anyway, when it comes time for me to birth, I would like only you to be present," Red Alert told him, "Every time Optimus or the others are in the room with Shockwave, I'm concerned that they will start killing each other."

"Of course," Ratchet said, smiling. "Does Shockwave prefer my company over theirs for any reason?"

"Not...really. He doesn't like any of you, but he tolerates you only because you were my mentor."

Ratchet didn't know whether or not to take that as a blessing. "I see."

Red Alert maneuvered the brushing tool across a pile of dust. "Well, I don't think that-" She cut herself off and winced, placing a hand over her abdomen. "Ooh, the little one's being a bit more active today. Sometimes I think it'll claw its way out of me."

Ratchet walked over and put his hands on her shoulders. "Maybe you should sit down," he suggested.

Red Alert winced slightly at a sharper scrape against her insides. "I think I should-Ah! Okay, that one was a little harder. I think..." she hissed, gritting her dental plates before looking at Ratchet in surprise and anxiousness, "I think the sparkling wants to come out!"

Ratchet acted fast and moved to her side. His voice was perfectly calm and his medical expertise kicked in. "Okay, calm down and let's get you to the infirmary," he said, helping her walk down the corridor, "We don't know for sure if it's time until you start leaking your carrying fluids."

Red Alert glanced over her shoulder. "You mean _those _carrying fluids?" she grunted.

Ratchet looked back and noticed a thick, blue trail of fluid following a path behind her. Her legs and abdomen were suddenly soaked. Ratchet's optics widened. "Okay, it seems like your sparkling really wants out," he said, "Let's hurry."

Red Alert winced in pain and held her abdomen. "Despite this embarrassing situation, I think I'll end up laughing about it afterwards."

Ratchet chuckled weakly. "We all will."

O

She was in a lot of pain.

The word went out that she was going to birth and many wanted to come and see, but Red Alert's natural female instincts to protect and keep her sparkling away from others kicked in and refused to let anyone other than Ratchet with her. She inwardly felt ashamed about this, but couldn't help her desire to feel safe and out of the sight of others during the process. It wasn't something that she would apologize for because it was natural.

Because she could barely make it onto the table, Ratchet scooped her up in his arms and did it for her. He smiled as he watched the armor of her abdomen slowly fold away. It had been a long time since he had witnessed a sparkling birth before.

"Almost..." he said, "Primus, it's been so long since-"

Red Alert glared at him with effort. "Admire it later!" she groaned.

"Yes, of course," Ratchet said, hurriedly seeking out tools, "Just remember to concentrate and focus. You're almost there."

The pain of having her internals bend and twist was not the worst part. The worst part was having her sparkling crawling around on sensitive components as her armor folded away to aid it in its freedom. Red Alert gritted her dental plating.

"No more abusing your mother," she growled down at her abdomen, "Come out of there!"

The armor folded away completely, revealing a thick, stretchy membrane that looked like the hatchling pods that Megatron had kept. Ratchet blinked in amazement as a clawed hand tore its way through it. He reached over to help, but Red Alert glared at him warningly and he pulled away. Instead, he moved over to monitor her vitals and the condition of the sparkling. He smiled with pride at his apprentice as she focused on keeping the pain at bay.

The sparkling's claws worked their way through the stringy membrane and a soft, yet frustrated metallic chirp filled the air. Ratchet laughed gently and leaned forward to get a better look.

"Well, he has your determination, I see," he mused.

Red Alert's optics widened with a grin. "A male?" she exclaimed, "He's a male?"

"See for yourself. He's emerging now."

Red Alert smiled down at the sparkling emerging from her abdomen and immediately, her optics filled with love. Its body was covered in amniotic fluid, but through all of that, she could see that he looked almost exactly like Shockwave. He had the same ear finials, helm and rib-like chest, but instead of one optic, he had two bright red ones and sharp teeth. His frame was mostly violet in color except for bright red stripes in his edges. His fingers were also long and jagged. Only a few distinct "Red Alert" qualities were noticeable.

"Come here," Red Alert crooned, reaching for the sparkling. She didn't even notice the pain anymore.

The sparkling looked at her and tilted his head before giving a low, rattling hiss that sounded distinctly similar to Shockwave's. His optics focused on the bleary shapes staring down at them before they cleared and he gave his mother a small, pleased chirp. Then, he took one look at Ratchet and attempted to crawl back into her abdomen with a small grunt of uncertainty. Red Alert laughed warmly and reached for him and Ratchet knew that she was in love.

"No, no, no," she chided gently, "You can't go back in there."

The sparkling gave a small hiss of protest, but when he was held in the arms of his mother, he stopped fussing and cooed softly. She nuzzled her face against the tiny one and the sparkling patted his tiny hands against her, learning the feel of his mother.

Ratchet smiled at the sight. "Should I call Shockwave and the others then?"

"Yes. Bring them in," Red Alert said, "But a few at a time."

Ratchet nodded and left the room.

Red Alert smiled lovingly down at the sparkling in her arms and watched as he began to play with the armor around her cheeks. "Welcome to the world, little one," she told him.

There was a heavy sound outside, followed by a few Decepticon curses before Shockwave entered the room. He paused in the doorway, watching the scene with mandibles slightly spread. His optic reflected all the fascination and intrigue of a former scientist. Red Alert smiled at him and gestured for him to come closer. He moved around the table and stared down at the sparkling that was a spitting image of himself.

"He's..." he began.

"Perfect," Red Alert finished for him, "He's perfect."

Shockwave seemed uncertain, clearly inexperienced with this sort of thing and Red Alert could feel every bit of it through their link. She chuckled gently and looked up at him.

"Would you like to hold him?" she asked.

After a moment of hesitation, he nodded and pulled up a chair so that he sat beside her. She handed the sparkling to him and he spent some time studying the tiny creature in his large hands. The sparkling stared up at him, optics wide and clearly surprised. Shockwave made a clicking sound and the sparkling attempted to mimic him, but it sounded like an adorable peep instead. Shockwave tilted his head with a grunt at the gesture and once again, the sparkling mimicked him and even attempted a grunt as well.

"I can see he has your sense of humor already," Shockwave murmured. "That isn't from _my_ line."

Red Alert laughed at the sight. "Yes. Clearly."

"Have you named him yet?" Shockwave asked.

"No. I wanted to wait for you."

Shockwave nodded and stared down at the little sparkling pawing at his thumb joint. "He is certainly curious," he mused, "I did consider a name for the sparkling earlier before your carrying began to reach its end."

Red Alert smiled. "Really?

"I thought we could name him after one of Cybertron's early scientists," Shockwave told her, "And my mentor."

"Who?"

"Jhiaxus."

Red Alert considered the name in silence for a while. "Hmm. Jhiaxus...Jhiaxus..." she tried, testing the name; a smile lit her face, "I like it. It's strong and fitting for a little one that nearly ripped my abdomen in two."

Shockwave looked down at the sparkling and growled sternly, but Red Alert couldn't help feeling amused by the sight. "As of now, young Jhiaxus; you are forbidden to do any more physical harm to your mother," he told him.

Jhiaxus looked at him and gave a small hiccup in response. Shockwave tsked and shook his head before watching Jhiaxus grip his fingers. He marveled over the slender shape and looked at Red Alert. When he spoke, his voice was softer; it usually went to that tone when he didn't think anyone else could hear.

"Thank you..." he said, with much hesitation.

She tilted her head curiously. "For what?"

"Can I merely thank you without the questions?" Shockwave said, with irritation. He seemed uncomfortable and that was charming in its own right.

Red Alert seemed to know what he was thanking her for and laughed gently. "Deal." she said.

After a while of healing and closing her abdomen plates, several Autobots and drones began to file into the room to see the sparkling. Red Alert was thrilled with the praise and attention that Jhiaxus was receiving, but Shockwave seemed particularly tense about it. He didn't look thrilled that Autobots were moving around his sparkling in such a way. When Prowl approached reluctantly, he was holding an Energon container in his hands. Red Alert smiled uncertainly at him.

"Prowl. Hello." she said.

He gave an embarrassed smile. "Hi, little Red," he murmured, "Your sparkling's cute. In a weird Decepticon kind of way." Red Alert gave him a stern look of warning not to go there and he cleared his intakes awkwardly. "Sorry. That's not what I meant."

"It's okay, Prowl," Red Alert said, giving him a skeptical, yet partially amused look, "Be careful though; you might choke on that foot in your mouth."

He laughed sheepishly. "I deserve that."

Red Alert softened and smiled faintly. "Don't be too upset. If this is your way of apologizing, then I accept."

Prowl nodded once. "Thank you."

"I don't." Shockwave growled.

"Shockwave..." Red Alert warned.

O

Later that day, Optimus took Red Alert aside while Shockwave remained with Jhiaxus in his quarters. She felt uncomfortable about confronting her leader about what had happened, but he didn't seem angry in the slightest. If anything, he looked proud, but she still felt a sense of uncertainty. She had disobeyed his orders and committed the highest sin imaginable. She felt no regrets, but surely Optimus would not be so lenient.

"Red Alert, there is no need to explain anything anymore," Optimus told her.

She looked surprised. "Sir?"

"I saw the look in your optics in there," Optimus continued, "You love him. More than I would have ever believed to be possible."

"Yes, sir. With all that I am."

"Does Shockwave reciprocate?"

"When we're alone, he opens up a lot more. Though I expect and accept this part of him."

Optimus nodded his head with approval. "I'm glad."

Red Alert turned to the door of her quarters before pausing and looking at him. "Optimus, sir; there's something I should tell you," she said, "I don't know how to explain it really, but when I was in stasis, I spoke to the voice of Primus. At least, I think that's who it was."

"Primus?" Optimus exclaimed, shocked.

"Maybe it was just a figment of my damages or some kind of delusion, but he told me that he wanted you to know that he never stopped loving any of us. He never stopped hearing our pleas. We've just stopped listening."

Optimus stood there, rigid with surprise. He gave her a nod that permitted her to leave and she entered Shockwave's quarters, leaving him to ponder those words.

She found Shockwave sleeping in his berth, Jhiaxus laying beside him and her spark melted. She moved to join them and Shockwave awoke with a mild grunt. He stared down at the sleeping sparkling and then, up to her.

"He went to sleep rather quickly," he told her.

Red Alert smiled and gently petted Jhiaxus' helm. His little hands twitched sleepily at his face.

"When are you getting sleep?" Shockwave asked.

"I don't know if I could," Red Alert said, with a small chuckle.

"After using so much energy to birth him, it would be only logical for you to recuperate."

Red Alert gave him a playful tap on his forehead with a single finger. "To me, the only logical thing _you _should be doing is relaxing," she said, "We have all the time in the world."

"Fine. Let us both recharge with this slumbering spawn of ours."

Red Alert giggled and leaned forward, pressing a kiss to his forehead now. "As you wish."

The two fell into recharge then with their sparkling between them. A strange combination of a perfect family that, despite their differences, managed to fit together. Red Alert would have never known that she would be here. But she didn't complain.

She had everything.

While they slept, Optimus addressed his soldiers.

"As of today, our war between the Decepticons is over."


	13. Epilogue

**Neverland**

**Disclaimer:** Another odd little fic that plagued my mind. LOL. No, but seriously, me likey this odd pairing. I had an idea to do a movie-versed theme pairing of the two and thought it was a rather intriguing idea. And I know a few may say that Shockwave was killed by Optimus. Well, my opinion on the matter is that he ripped out his eye. I have seen most bots survive worse than that. But for those anal about that sort of thing, I will keep it at an AU status. Also, **mamabot** gave me a few interesting ideas that might be of some interest to all of you! :D Thanks a lot, madam!

_"My darkness has been filled with the light of intelligence, and behold, the outer day-lit world was stumbling and groping in social blindness."_

-Helen Keller

_"It hurts to love someone and not be loved in return, but what is the most painful is to love someone and never find the courage to let the person know how you feel."_

-Unknown Proverb

**By: VampireQueenAkasha**

_"...a magnificent creature."_

-Shockwave, Foundation Issue 2

**Epilogue**

_Earth_

_Several years later_

Red Alert tended to the damages of a Decepticon drone that morning.

"He's mad," the drone snapped, "Before we know it, he's going to kill us all."

Red Alert laughed gently.

It had taken many years before the drones could find even the slightest trust in her. She had remained at the ship since the others had left; they knew that she would remain to raise her sparkling and even insisted that they go back to the NEST facility to continue their protection of the humans. Red Alert would come to their aid if they needed it, but she remained with her family and assured them that she was going to be fine.

"Okay, you'll be fine," she told the drone, "Relax and keep off the leg for a few cycles."

The drone staggered from the table and left the room.

Outside, Shockwave stood beside the ship and stared up at one of the engine boosters. "Jhiaxus, get down from there at once," he ordered.

A small, grinning head poked into view from inside the engine and cheerfully waved. Jhiaxus was older now and for the life of Shockwave, he could not comprehend why the boy continued to pester him with his irritating games.

"Father, I'm only trying to have fun!" Jhiaxus protested, "But I guess you wouldn't know anything about that!"

"That is a primary engine booster. It is _not_ a playpen!" Shockwave snapped, "Now get down from there before you put yourself in the infirmary again!"

Jhiaxus sighed with regal boredom and began to climb his way down the length of the boosters. He nearly tripped over his own feet and approached his father with an annoyed look in his red optics. Shockwave gestured with a flick of his head.

"I want to hear you practice today," he told him, "And you will not come back inside under threat of death, are we clear?"

Jhiaxus hung his shoulders. "I practiced yesterday."

"That's the beauty of training, Jhiaxus," Shockwave said, turning to go, "It is considered to be a daily thing. You can either train now as I have ordered you to do or go to your recharge cycle without nourishment."

Jhiaxus made a face at his father's parting back.

Shockwave entered the infirmary where Red Alert was cleaning the floors. She smiled when she saw him and arched her optic ridges. "You should be easy on him, you know," she said, "You can't assume that he will be ready for an attack so soon."

Shockwave shook his head. "I assume nothing, Red Alert," he told her, "I merely anticipate the possibilities and let them play as they do. And as my sparkling, he should behave more maturely than he does. No more of this fooling around and nonsense. The boy should accept who he is and be grateful for it."

"He's still just a boy, Shockwave," Red Alert chided gently, "Let him be a boy for now."

"Hm."

He moved behind her and slipped an arm around her waist, pulling her close to his chest. Red Alert smiled when he leaned his head down and whispered into her audio receptor. "I still haven't properly punished you for that little stunt you pulled during the meeting yesterday."

She smirked and turned around to face him. "What stunt?" she asked, playing dumb.

"You know. I was sitting in my chair and you decided to-"

"Ah! _That_ one."

Shockwave leaned forward, pressing her back onto the table before lifting her legs around his waist. "Yes. I thought you knew better than to challenge me," he hissed. That tone in his voice was back, the possessive, hungry sound that always made her body shiver. She was only blessed to hear it when they were alone. "It seems that little lesson hasn't completely sunk in just yet. Perhaps I need to..._intensify_ my methods."

Red Alert gasped when he ground his hips against hers. "Please do..." she breathed, her voice carrying the barest hint of desperation.

Before she knew it, he had skipped foreplay; her interface port was open and he was inside of her. Red Alert shifted beneath him and her movements caused a ripple of pleasure through his body and a low, deep growl from his vocals. He pinned her legs against his sides and began to thrust into her hashly and she moved with him, her hands fisting against his chest. Their movements were without the slightest semblance of grace.

Red Alert leaned up, slipping one arm around his neck and supporting herself on the table with the other hand before she leaned forward and bit down on his chest. Shockwave let out a passionate snarl at the sensation. He began to move faster, harder, and gripped her chest with one hand, thumbing the sensitive components beneath the grill. It drew a delicious gasp and whine from her before she looked down at the erotic sight of him urging in and out of her.

It became too much.

"_Red Alert," _he breathed. He tossed his head and growled, barely holding back a roar as he reached climax.

His body shuddered with the aftershocks of his own orgasm. She followed behind him with a restrained sound of her own. When Red Alert fell limp on the table, she felt him still moving a little inside of her with soft, slow movements as if he were marking her. Finally, as he stilled and slid out of her, Red Alert felt his mouth parts against her cheek and laughed breathlessly, reaching up to give him a proper kiss after that.

"Why is it that whenever we're alone, we end up fragging one another senseless?" she asked.

Shockwave shook his head and went to work cleaning her legs. "Honestly, Red Alert; you ask for it when you decide to tease me."

"Maybe I do."

When he was finished cleaning himself, he looked at her. "Jhiaxus is beginning to ask questions."

"About?" Red Alert sat up and felt her legs shudder.

"His origins," Shockwave said, "Why his mother is an Autobot and his father a Decepticon."

Red Alert's smile fell slightly. She looked at him completely. "Have you answered them?"

"I told him that sometimes impossible things have a way of working out," Shockwave replied, "That despite his mother's insane, yet generous personality and his father's shaken, mental will, these two...separate beings found ways to come together."

Red Alert laughed gently. "Ahh. That's good. Quite a save."

Shockwave started to go and gestured for her to follow. She looked up at him and nervously smiled. "Shockwave, what if I told you that Jhiaxus isn't the only child you would be fathering for the rest of our lives?"

He stopped and looked down at her. "I'd say that is quite a prediction and I applaud you for your abilities."

Red Alert grinned and let her arms slap at her sides. "Well, what if I also say that it's a female?"

Shockwave tilted his head and leaned back a bit, studying her. "A female."

"Yes."

"Hm. Another miniature version of you to toy with me?" Shockwave murmured. He sighed and shook his head, though she could feel a bare hint of pride in her head from their link. "I am too old for this nonsense..."

Red Alert laughed. "So it's okay?"

"Yes. If she is anything like you, then let us hope she possesses the ability to control her brother..." Shockwave said, wearily.

Red Alert was relieved that he was okay with it and they stepped outside where Jhiaxus was practicing his shots on several makeshift targets. "Jhiaxus!" she called, cupping her mouth, "Come here! I have a surprise for you!"

The concept made Jhiaxus stop immediately and rush up to her. "What is it, mother?" he asked, grinning.

"You're going to have a sister." Red Alert told him with a smile.

Jhiaxus cocked his head, furrowing his brow plates. "A sister?"

"Yes."

Jhiaxus laughed and threw his arms in the air. "Great! Now I can have someone to blame stuff on!"

"No you will not," Shockwave growled, "You will assume responsibility for your actions. Now, I think it's time you practiced hand-to-hand combat with me."

Red Alert watched as the two began to engage in practice fighting and could only smile warmly at the sight.

Life was perfect.

They were perfect.

THE END


End file.
